annual financial report 2011

Transcription

1 annual financial report 2011

2 contents I Risk factors 6 II Letter to shareholders 14 III Key figures 18 IV Management report 22 1 Strategy 23 2 Highlights of the financial year 24 3 Overview of the consolidated financial statements 26 4 Management bodies 33 5 Events after the closure of the financial year 33 6 Outlook Corporate responsibility 34 8 Conflict of interest 35 9 Corporate Governance statement Research and Development activities Information with regard to circumstances possibly having a significant influence on the development of the Sicafi Profile of Home Invest Belgium Shareholders Discharge of directors and the Auditor Description of the main characteristics of the internal control and risk management systems Remuneration report Auditor s report 37 V Home Invest Belgium on the stock exchange 38 1 Stock price and comparisons 39 2 Net asset value and discount / premium 41 3 Key figures of the share on 31 December Dividend policy 42 5 Return for shareholders 42 6 Shareholder identity Free float 44 7 Shareholders calendar 45 VI Property report 46 1 State of the Belgian residential property market 48 2 Real estate expert s report for the 2011 financial year 55 3 The consolidated property portfolio of Home Invest Belgium 56 VII Corporate Governance Statement 70 1 Reference code 71 2 Internal control and risk management 71 3 Board of directors and special committees 72 4 Executive management 78 5 Management team 80 6 Remuneration report 80 7 Auditor 82 8 Surveyor 82 9 Prevention of conflicts of interest Prevention of insider trading Shareholder structure Information in accordance with article 34 of the RD of November 14, Financial service Custodian bank Liquidity provider 85 VIII Financial statements 86 1 Balance sheet 88 2 Income statement 89 3 Statement of comprehensive income 90 4 Appropriation and withdrawals 90 5 Statement of changes in shareholders equity 92 6 Cash flows statement 94 7 Notes to the financial statements 95 8 Auditor s report on the consolidated financial statements Statutory accounts 118 IX Permanent document General information Capital Coordinated articles of association at 31 December Sicafi (fixed capital real estate investment trusts): legal framework and tax regime Statements 131 Lexicon 134 Information to shareholders 135 Note: the definition of the terms in colour can be found in the lexicon on page 134.

3 mission As an institutional investor on the residential rental market, Home Invest Belgium wishes to contribute to providing an answer to the people s most basic right and need: being able to live in decent housing (Art. 23 of the Belgian Constitution). Besides providing its tenants with attractive housing, it is Home Invest Belgium s objective to offer its shareholders an appreciable direct net return, combined with value creation in the long term. profile Home Invest Belgium (limited company) has been granted the Sicafi status on 16 June 1999 and is Belgium s first private initiative Sicafi (Société d Investissement à Capital Fixe en Immobilier / fixed capital real estate investment trust) for residential housing. The Sicafi benefits from a preferential tax status (see Chapter IX point 4), equivalent to the American REIT (Real Estate Investment Trusts) and the French SIIC (Sociétés d Investissement Immobilier Cotées) and other indirect real estate investments, which comply with the specific legal and fiscal rules of each country. On 31 December 2011, or at the end of its 12th year of existence, the fair value of the property portfolio of Home Invest Belgium, excluding the current development projects, amounts to more than e 238 million 1, 78% of which consists of apartments and houses mainly located in the Brussels- Capital Region, known for its dynamic and profitable rental market, its low vacancy rate and its high-quality residential properties. By spreading risks over more than rental units and keep concentrating on the Brussels residential market, Belgium s biggest and the one with the greatest growth and capital gain potential in Belgium, Home Invest Belgium aims at offering its investors a higher than average security level, combined with good middle and long-term prospects. Home Invest Belgium shares are listed on Euronext Brussels continuous trading market. 1 The fair value of the property portfolio, including the development projects, amounts to million. Important preamble: Throughout this Annual Financial Report 2011 the figures and percentages realized in 2011 are compared with those of the 2010 financial year; taking into account the new accounting principles applied to the 2011 financial statements in virtue of the royal decree of 7 December 2010 on Sicafi, the figures of the 2010 financial year have been restated to allow a comparison on the same basis.

4 Important events that have contributed to the development of the activities of Home Invest Belgium In over twelve years of its existence, the Sicafi has increased its initial property portfolio fivefold. Some major projects are at the origin of this appreciable growth: April 2001 merger with Mons Real Estate SA May 2002 merger with Les Résidences du Quartier Européen SA July 2002 acquisition of the Cours Saint-Michel property December 2003 contribution of three properties held by the AXA Belgium Group, paid for in new Sicafi shares March 2005 completion of Giotto (turnkey) May 2005 merger with 205 Rue Belliard SA and Patroonshuis SA May 2006 merger with Immobilière du Prince d Orange SA October 2006 increase in shareholders equity, amounting to 31.6 million, through the issue of new shares

5 Evolution of the investment value 01/01/ /01/ /01/ /01/ /01/ /01/ /01/ /01/ /01/ /01/ /01/ /01/ /01/ e 50 mio e 100 mio e 150 mio e 200 mio e 250 mio e 300 mio May 2007 merger with Investim SA and Immobilière Van Volxem SA October 2007 completion of Résidence Colombus (turnkey) May 2008 partial demerger with SA V.O.P. and merger with SA JBS May 2009 merger with ERIV Mechelen SPRL and Les Erables Invest SA May 2010 merger with Alltherm SA and redevelopment in four phases of this complex in the course of the 2010 and 2011 financial years October 2010 completion of Jourdan 85, developed for own account January 2011 partial demerger with SA Masada November 2011 acquisition Quai de Rome in Liège December 2011 partial demerger with SA V.O.P. and demerger with SA Urbis

6 Lambermont - Schaerbeek (1030 Brussels) > risk factors

7 annual financial report 2011 risk factors 7 Attentive to market evolutions Home Invest Belgium conducts its business in an environment subject to permanent change, which leads to certain risks. Should these risks materialize, they could have an adverse effect on the company, its business, its outlook, its financial situation or its results. These risks consequently need to be taken into account within the framework of the company s global management, its investment and divestment decisions, the funding cost of the investments and the optimum reuse of its funding coming from divestments. The objective of Home Invest Belgium is to manage these risks as well as possible in order to generate a recurrent and increasing rental income on the one hand, and a capital gains potential on the other hand, primarily under the form of positive changes in the fair value of the investments, and subsequently through effectively realised capital gains. The risk factors with which the Sicafi is confronted are subject to regular monitoring by both the Executive management and the Board of Directors. Cautious policies have been adopted to reduce the exposure of the Sicafi and its shareholders to these factors The economic risk The inherent risks of investing in property Any direct investment in property involves a certain degree of risk. The same applies for indirect property investments. An investment in a Sicafi owning a diversified property portfolio provides in itself a certain degree of risk spreading. have gone from e 14.8 million to e 12.4 million), but would have no impact at all on the net current result nor the distributable result. According to this hypothesis the net asset value would also decrease by e 2.4 million, or e 0.81 per share and the debt ratio would consequently evolve from 34.02% to only 34.32%. Furthermore, it should be pointed out that rents are index-linked, meaning that, at a given portfolio and occupancy rate, a Sicafi s rental income develops basically in line with inflation (or deflation). On 31 December 2011, the investment property portfolio of Home Invest Belgium (excluding development projects and assets held for sale) consisted of rental units representing a total surface of more than m2, spread across the Brussels-Capital Region (69.4%), the Flemish Region (15.4%) and the Walloon Region (15.1%). The development of supply and demand in property is influenced by the general economic climate. Consequently, a downturn in the main Belgian and international macroeconomic indicators, as was the case since the end of 2008 beginning of 2009, with an influence on the household disposable income, can affect the occupancy rate of Home Invest Belgium s portfolio, or the level of the rents. To limit these negative effects of its exposure to the economic climate, the Sicafi diversifies its investments, entering different types of buildings (high- and middle segment) and geographic locations. The economic downturn was clearly more visible in certain locations and segments, confirming the contribution of diversification to reducing the risk. The Board of Directors and the Executive management of Home Invest Belgium are furthermore constantly striving for high add value to the Sicafi s portfolio, through the quality of commercial and technical management as well as through the rigorous selection of new investments and the in-depth analysis of divestment opportunities. The main risks connected with investments in property are: the development of supply and demand in the buyer market; the development of supply and demand in the rental market; the property becoming outdated on a technical and/or actual level. These different factors may be the source of positive or negative changes in the fair value of the investment properties in operation 1, of the occupancy rate of the property portfolio and the level of maintenance or renovation costs. As such, a decrease of 1% of the fair value of the property portfolio would entail a decrease of e 2.4 million of the net result (the net result of 2011 would thus 1 In accordance with IAS 40 investment properties including development properties are valued at fair value. As a derogation to IAS allows that development projects are valued at cost if it is impossible to define the fair value of these projects in a reliable way. The investment properties in operation concern the investment properties excluding the development projects.

8 2. 2. The regulatory risk Although the company is alert to respecting regulations and is therefore surrounded by experts, it is exposed to the risk of not respecting regulatory limitations, a/o environmental. On the other hand, Home Invest Belgium business and its results for shareholders partially depend on the regulatory environment in place, more specifically with regard to taxes, whether federal, regional, provincial or at city level. As is the case for any company, a change in this regulatory framework can impact the company s profitability or the shareholder s return. We need to remind that, in a press release of 28 January 2010, the European Commission has announced that Belgium will be asked to modify its tax rules regarding dividends paid by Belgian Sicafi, investing all their assets in property. This announcement aims at Belgian Sicafi investing a minimum of 60% of their assets in residential property on Belgian territory. At present, the Belgian legislation indeed foresees an exemption of withholding tax at the source (withholding tax of 21% since 1 January 2012) to the distributed dividends. Consequently, the risk for the shareholders consists of a modification or deletion of this exemption regime. Home Invest Belgium s knowledge, at the present date of editing this annual financial report, of the tax treatment of the dividend, is detailed hereafter in point 11. On the other hand, and globally, it has become clear that the regulatory risk has become very real in the current economic context, both Belgian and international, and is consequently subject to a continuous monitoring by the Board of directors and the Executive management. 3. The risk of inflation In principle, Home Invest Belgium is exposed, to a limited degree, to the risk of inflation, because the collected rents are adjusted in line with the development of the consumer price index, measured by the health index. A context of renewed inflation, as has been the case in 2011, can entail an increase of the interest rates and represents a real risk of increasing financial charges due to the time gap between rising interest rates and rent adjustments. Home Invest Belgium has taken appropriate measures to hedge against this type of risk (see item 4 below) by entering into hedges. By contrast, in a context of deflation, or in the case of a temporary freezing totally or partially of the rents imposed by the government, the growth of the rental income can be slowed down. The current legislation on residential rental contracts does not allow a minimum rent in case of deflation. Nevertheless, deflation can lead to a decrease of the interest rates, resulting in a limited decrease of the financial charges, due to the aforementioned hedges. 4. Interest rate and exchange rate risks Home Invest Belgium maintains a clear and cautious policy in its business funding. This policy involves the will not to expose the Sicafi and its shareholders to possible important rises in interest rates. To this effect, the Board of directors has set down the target of keeping the proportion of credits with variable interest (non-hedged) rates under 15% of the fair value of the property investments. The Sicafi also conducts a dynamic management of its cash flow, using it primarily to temporarily reduce - subject to any reborrowing - certain lines of credit. < Jourdan 85 - Saint-Gilles (1060 Brussels)

9 annual financial report 2011 risk factors 9 Bank Size of credit lines (e) Type Used (e) Expiry Variable rate credits ING Rollover credit /05/2012 ING Rollover credit /09/2012 ING Rollover credit /05/2013 ING Rollover credit /08/2013 BNP Rollover credit /09/2013 BNP Rollover credit /09/2013 BNP Rollover credit /01/2014 DEXIA Rollover credit /11/2014 DEXIA Rollover credit /12/2014 ING Rollover credit /12/2014 BNP Rollover credit /12/2014 ING Straight loan - BNP Straight loan - Fixed rate credits DEXIA Investment credit /09/2023 Total Hedges 1 DEXIA Floor-double Cap - 10/07/2013 ING IRS - 20/12/2013 DEXIA IRS - 30/10/2014 ING IRS - 16/12/2015 DEXIA IRS callable - 17/06/2019 Total For the remaining: see chapter Financial statements. At the close of the financial year, the cash flow actually available amounted to: - e in the form of available liquid assets; - e in the form of re-borrowing on various lines of credit. Home Invest Belgium pays particular attention to obtaining the best financing conditions in the banking market. To this effect, the Executive management is in close touch with various financial institutions. The results of this dynamic, though cautious debt policy are to be seen in the table below showing the lines of credit available to the Sicafi on 31 December The Board of Directors considers that the interest rate risks have thereby been adequately covered. Notwithstanding the possibilities provided by article 57 of the RD of 7 December 2010 on Sicafi, Home Invest Belgium has not mortgaged any properties nor provided creditors with any other securities. The total amount of credits expiring in 2012 is e The renewal of these credit lines for a 5-year period is as from now secured. Home Invest Belgium realises its total turnover in Belgium and holds its total liabilities in the euro-zone. All financing is likewise conducted in euro. This means that the Sicafi is not subject to any exchange rate risk within the scope of the current euro-zone constellation. A decrease of the interest rates does however generally lead to a negative change in the fair value of the hedges 2, while an increase of the interest rates usually results in a positive change in their fair value. It has to be noted that these changes are purely latent and temporary. In total, at the closing of the financial year 2011, the decrease of the interest rates recorded the last couple of years, had a negative impact of e on the net asset value (NAV), or e 1.55 per share. The average interest rate for debt over the financial year 2011 amounted to 3.40%. A change of the market interest rates would have had a limited impact on the financial result, as nearly all credits are covered by hedges. Thus, an increase of the interest rates by 1% over the financial year 2011 would have led to an additional interest cost of approximately e , resulting in an increase of the average interest rate of debt to 3.58%. Home Invest Belgium has no significant exposure to price, credit or cash flow risks. 2 The decrease in fair value of financial instruments is accounted for in the equity of 31 December 2011 for the effective part and in the results for the ineffective part.

10 5. The risk of the counterparty bank The conclusion of a financing or hedge agreement with a financial institution creates a counterparty risk in case of default of this institution. This risk could consist of a shortage of cash of the financial institution, and even the loss of deposits. In order to limit this counterparty risk, Home Invest Belgium appeals to different renowned banks to ensure a sufficient diversification of the source of its financing and hedging, always watching over the qualityprice report of the services rendered. Finally we need to point out that the Sicafi s cash is primarily used to reduce the debts and that Home Invest Belgium consequently never deposits large amounts of cash. Even if this risk can be considered as limited, the fact that one or more counterparty banks of Home Invest Belgium is in default, can t be excluded taking into account the current eventful financial affairs. 6. Debt structure Liquidity risk The vast majority of the credits granted are bullet credits, i.e. credits reimbursed on expiry, with only payment of interests in the meanwhile. Given the legal and regulatory status of Sicafi, with their mission of investing in low-risk property assets and generating a recurrent income in particular in rented residential property (houses, apartments), its core business the Board of Directors of Home Invest Belgium considers that, in a context of a credit narrowing, the risk of lines of credit not being renewed on expiry which would entail a liquidity crisis, has again become, as was the case in 2009, a point of special interest. As shown in the table above in point 4, Home Invest Belgium endeavours to obtain long-term confirmed credits and achieve a good spread of expiry dates. On 31 December 2011 Home Invest Belgium s debt ratio amounted to 34.02% 3. Compared to the maximum authorised debt ratio by the legislation on Sicafis (65%), the theoretical additional debt capacity of the sicafi is over 200 million. It needs to be pointed out that in case of exceeding the 50% debt ratio on a consolidated level, article 54 of the RD of 7 December 2010 foresees that the sicafi should present a financial plan to the FSMA, accompanied by an execution calendar, with an overview of the measures to prevent exceeding a debt ratio of 65%. 7. Risks connected with the property portfolio and with the insolvency of tenants Home Invest Belgium s Board of directors and Executive management, aware of the risks connected with the management and quality of the portfolio, have set themselves strict, clearcut criteria for investment and disinvestment, maintenance 3 The debt ratio is calculated according to the provisions of article 27 2 of the RD of 7 December 2010 on Sicafi. and renovation of properties and their commercial and technical management, in order to limit vacancy and obtain the best valuation of the Sicafi s portfolio. 7.1 Rents the risk of non-payment Total turnover of Home Invest Belgium consists of rents generated by renting properties to third parties (private individuals, authorities, retailers, companies, embassies and foreign delegations, operators of nursing homes). Late or non-payment of rents and a decrease of the occupancy rate are liable to have a negative impact on results. In order to reduce this risk, Home Invest Belgium conducts a policy of diversified investments on the residential market, both from a geographic and sectorial perspective and with regard to the type of tenant targeted. As regards non-payment, the Sicafi benefits from its position in the middle to upper-middle market segment, from its high number of tenants, and the quality of tenants selected. For the 2011 financial year, unsettled rents amounted to some 0.14 million, or 0.9% of total rents. 7.2 Vacancy risk Taking into account the very large number of tenants, the demographic outlook in Belgium showing an important increase and the fact that housing is by nature a basic need for people, the risk of vacancy significantly rising can be considered as limited; this situation is reflected each year in low vacancy rates (5.39% in 2010 and 4.62% in 2011). 7.3 Management The attractiveness of Home Invest Belgium s property portfolio on the rental market as well as its valuation depends on the perception tenants or potential buyers have of the properties, and in particular of their quality, their state of maintenance and their security. This is why Home Invest Belgium has set up its own internal management team, to maintain a high-quality service for tenants and to meet up, as far as possible, to their wishes and requirements. To accomplish this, Home Invest Belgium makes use of carefully selected external managers for the technical management of the buildings and the partition of service costs. In case of default of these service providers, the financial risk for Home Invest Belgium is low, as rents and service charges are paid directly into bank accounts opened in the name of the Sicafi. The external managers have no access to the bank accounts receiving the rents, while withdrawals from the accounts receiving the service charges are strictly limited. 7.4 Renovation, development and accidental risks of buildings Home Invest Belgium conducts a policy of continuously keeping its property portfolio in good repair and modernised with a view to maintaining or even increasing current rents, but also, if possible, facilitating the re-letting or sale of its property assets. When acquiring a building needing substantial renovation, its cost reflects the state of the building prior to its renovation when incorporated in the property portfolio. However, the renovation cost

11 annual financial report 2011 risk factors 11 is foreseen in the financial plan developed before the investment decision, taking into account that these costs in principle lead to an at least equivalent value increase. Furthermore Home Invest Belgium has also decided to gradually develop a limited number of residential projects for own account from scratch. It is the sicafi s opinion that the limits imposed by its Board of directors 4 on the one hand, and the specific competencies of the team that will be built on the other hand, are adequate and will therefore limit the counterparty risk as well as the risk of exceeding the initially defined budgets, to a minimum. The success of this new activity has since then been reflected in the swift commercialization of the 23 newly developed apartments rue Jourdan 85 in Saint-Gilles and the City Gardens complex in Leuven comprising 138 apartments and 2 commercial spaces, and particularly in the unrealized capital gains already generated by these two operations. The risk of properties fully owned by the Sicafi being destroyed by fire, explosion or other disasters is covered by appropriate insurance policies, covering their reconstruction value to a sum total of million on 31 December Co-owned properties are themselves insured at reconstruction value by the various coowners. 8. Average length of leases termination or expiry of major leases The normal duration of the leases is essentially established based on the type of asset and is usually as follows: 3 or 9 years for domiciles; from 1 to 12 months for furnished apartments; 9 years, renewable up to 3 times for commercial properties; 3 years minimum for offices; from 9 to 27 years for nursing homes. Despite the extreme spreads of the duration of the leases, the leases signed by Home Invest Belgium are, on average, shorter than leases for professional real estate. Consequently, this shorter duration can lead to a higher rotation than is the case for professional real estate, and thus to higher management costs over the life span of the building. The Sicafi reduces this inconvenience by enhancing tenant loyalty through making an appeal to qualified property managers and experienced business agents (syndics). 4 See management report, point 1.1. Given the particularities of residential property and the type of properties in which Home Invest Belgium invests, the risk of leases being terminated is spread over a very large number of tenants more than one thousand and a wide range of geographic locations. No major property in the portfolio is rented to a single tenant. The most important tenant represents 2.16% of total rents. No main lease expires in This risk can therefore be considered to be relatively low. 9. The political risk The political risk comprises different topics. As mentioned in the aforementioned point 3, a temporary freezing, entirely or partially, of the rents cannot be fully excluded, even if such a measure, as had been indicated in the past, would be counterproductive for preserving the residential property market and the level of maintenance and renovation of property. The consequences of a possible global transfer of the housing authority at a regional or communal level would be limited and could at the very most make managing the property portfolio more complex, as is already partially the case with regard to the different current regimes on technical standards and premiums or grants. Finally, the impact of a possible splitting-up of the country can hardly be defined in terms of future profitability of Home Invest Belgium, knowing that the Sicafi has nearly ¾ of its property in the Brussels-Capital Region, a region suffering from a structural shortage of accommodation. 10. The investor s risk The risk of the investor in Home Invest Belgium shares can be analysed from different points of view. On the one hand, at the level of the duration of the investment: investing in a Sicafi is usually considered as an investment at the medium or long term, with a minimum duration of 3 years. On the other hand, as it is a listed value, the share price fluctuates in function of the evolution of the stock exchange, also depending on the development of interest rates. However, as elaborated in chapter V hereafter, we have noticed that the share price has barely suffered from the general low-spirited context prevailing on the stock exchange, and has on the contrary continued its increasing trend. As explained in point 2, treating the regulatory risk, residential Sicafi such as Home Invest Belgium benefit from a special tax regime, consisting of an exemption of withholding tax at the source. In the current context and at the moment of closing the editing of this report, this exemption is not being questioned. Finally, this investor s risk depends on the nature of Home Invest Belgium s business, and thus essentially on the development of the residential property market in Belgium. The strategy developed by the Board of directors and implemented by the Executive management (see chapter IV, point 1 below) aims at positioning Home Invest Belgium at the core of that specific market.

12 11. Fiscal treatment of the dividend Since the Law of 28 December 2011, and based upon documents existing at the end of February 2012, one can conclude that the situation is as follows for the dividends distributed by Home Invest Belgium: The withholding tax (WT) on dividends and interests has been brought to 21% (except for the WT of 10% on liquidation boni, the WT of 15% on the Leterme State bonds and on the savings income and the WT that already stood at 25%). The WT exemption foreseen in article 106, 8 ARE/CIR, from which residential Sicafi benefit, has not been modified at this stage. The dividends distributed by Home Invest Belgium thus remain exempt from the WT of 21%. For Belgian residents-physical persons, the law of 28 December 2011 introduces an additional contribution on income from movable assets of 4%: - It consists of a contribution assimilated to the personal income tax, to be charged to physical taxpayers, who receive dividends and interests for a net total amount of over The dividends paid by Home Invest Belgium have to be taken into account for the calculation of this threshold; - The special contribution of 4% might be applicable to the dividends paid by Home Invest Belgium; - The contribution of 4% will be due at the moment of collection of the personal income tax, except if the beneficiary opts for the additional withholding at the source of 4%. The practicalities still have to be elaborated by a royal decree; - Home Invest Belgium or the paying agent thus has to declare the distributed dividends and the beneficiaries (physical persons) to the administration, except for those who opt for the additional withholding of 4% at the source. In the latter case, Home Invest Belgium or the paying agent automatically has to withhold the contribution of 4%. All of this evidently has to be confirmed by the royal decrees that should follow. Moreover, a coordination error occurred in the drafting of the text of the revised article 313 of the Belgian Income tax Code by the law of 28 December 2011 that currently not takes into account the dividends exempt from WT. This error will have to be corrected in order to allow the breakdown of dividends exempt from WT, adjacent to the dividends subject to the withholding taxes of 10%, 21% or 25%, in the income tax declaration of the 2012 income (financial year 2013). In the absence of such a correction, the dividend exempt from WT could be subject to a tax calculated at the tax rate of 21% (+ 4% additional contribution), issue that by no means has been the intention of the legislator, if we refer to the content of the parliamentary documents with regard to the Law of 28 December 2011.

13 rapport financier annuel 2011 facteurs de risque 13 < Alliés-Van Haelen - Forest (1190 Brussels)

14 Lambermont - Schaerbeek (1030 Brussels) > letter to the shareholders

15 annual financial report 2011 letter to the shareholders 15 Dear shareholders, We are pleased, once again, to be able to present you excellent results for the Sicafi Home Invest Belgium for Indeed, the distributable result is superior to the one announced in the outlook published in the previous annual financial report, and leaps by nearly 20% compared to Globally speaking, the operating result of the company has substantially improved with an increasing growth rate in the course of the 2011 financial year, while the average occupancy rate also progressed from 94.6% to 95.4% in The rental income grew by 10.3%, while the increase of the property charges could be limited to 7.3%, after the regression of more than 3% already realized in More specifically, we need to remind that the technical costs drop by 15.9% and the commercial costs remain steady at 0.5 million. The renovation of the complex City Gardens in Louvain could be completed within the initially foreseen deadline and its letting could be successfully closed, with initially foreseen rent levels largely exceeded. Finally, and in figures, the net current result excluding IAS 39 grows by 4.99% to 7.7 million. The portfolio result leaps by 74%, going from 4.9 million to 8.5 million, under the substantial influence of the latent capital gains on investment properties, progressing by 66%, as well as the result on sales which has more than doubled. Moreover we need to point out that the distributable amount generated by these sales has also largely exceeded the amount realized last year: in 2011 compared to a year before, or a rise by 116%. These distributable capital gains on sales currently represent 23% of the distributable result for the financial year. The consolidated net result, which comprises the portfolio result, records in its turn a new appreciable rise of 25.6% (+ 63% already in 2010), namely thanks to the reinforced active arbitrage on buildings in portfolio. The distributable result of the financial year also strongly rises by 19.9% to 10.2 million, or 3.50 per share compared to 3.02 in , while the average number of shares with full dividend rights itself only progresses by 3.5%. In 2009, at the occasion of its 10 th year of existence, the Sicafi has launched a regular portfolio rotation programme in order to respond in a timely manner to the important challenges awaiting investors with regard to sustainability and energy performance of their property. The Board remains persuaded of the soundness of this policy and has fixed as an objective to annually sell approximately 4% (in fair value) of its investment properties by selecting the less recent or less performing ones. This policy will indeed contribute to the constant rejuvenation of the portfolio and also allow continuing to generate capital gains for the shareholders in the course of the coming years. The Extraordinary general meeting of 23 December 2011 has at first approved two important operations with regard to the acquisition of investment properties and subsequently a profound amendment to the articles of association. The acquisitions relate in the first place to the transfer to the Sicafi, through a new partial demerger of the SA V.O.P., of a leasehold right of 60 years on four small investment properties in the Brussels- Capital Region and the full ownership of a development project under construction in Jette, designed according to the latest energy standards and comprising 34 apartments, 1 shop and 34 indoor parking spaces. The total evaluation of this portfolio has been fixed at 7.5 million including costs, reinforcing the Sicafi s shareholders equity through the issue of new shares. The second operation relates to the acquisition, through demerger of the SA URBIS belonging to the AG Insurance group, of an existing residential complex, part of a larger property, and very well located at Wilsonplein in Gent; the net rentable surface of the 18 apartments covers +/ m², while its conventional value amounts to 3.2 million, including costs. Taking into a debt of 2.8 million comprised in the contribution, the increase of the Sicafi s shareholders equity is limited to 0.4 million and has resulted in the issue of new shares. These operations perfectly fit within the investment strategy of the Sicafi and contribute to the rejuvenation of its portfolio. On the other hand they are examples of its capacity to spot and seize good market opportunities. The amendment to the articles of association approved at the end of the year had as a primary objective to comply the articles of association to the new legal provisions, i.e. the royal decree of 7 December 2010 on Sicafi and the Law of 20 December 2010 on the exercise of certain rights of shareholders in listed companies. Taking into account these very good results, the Board has decided to propose to the annual general meeting of shareholders to distribute a dividend, again substantially higher than the previous, of 3 per share with full dividend rights, compared to 2.75 in 2010, or an improvement of 9%. 1 Expressed per share, the increase amounts to 15.9%.

16 Notwithstanding this new significant rise of the dividend, the payout ratio amounts to 85.65% 2, slightly superior to the legal minimum of 80%, while the company can again carry forward an amount of 0.22 per share compared to 0.56 last year. For the shareholder who would have participated to the initial public offering ( IPO ) in June 1999, based on the initial net asset value of per share, and who would have reinvested, each year, his dividend in Home Invest Belgium shares, the IRR or Investment Rate of Return, calculated over this twelve year period, and taking into account the growth of the net asset value per share over 2011 (from to 57.58), would amount to nearly 13.9% 3 per year. We sincerely wish to thank our shareholders for their loyalty and their faith in the development of our Sicafi. Finally, we wish to thank all our employees for their dynamism and their commitment, qualities that have again significantly contributed to the substantial growth of the results of Home Invest Belgium in the course of the past financial year. Brussels, 27 February The payout ratio on a statutory basis amounts to 84.61% in In 2010, it was respectively 90.99% on a consolidated basis and 89.06% on a statutory basis. 3 The return for the shareholders is detailed in Chapter V - point 5. From left to right: Xavier Mertens Managing director Gaëtan Hannecart Director Liévin Van Overstraeten Director Koen Dejonckheere Director Eric Spiessens Director Johan Van Overstraeten Director Guy Van Wymersch - Moons Director and Chairman of the Board Guillaume Botermans Director Luc Delfosse Director

17 annual financial report 2011 letter to the shareholders 17 < Belliard-Industrie Brussels

18 Clos de la Pépinière Brussels > key figures

19 annual financial report 2011 key figures 19 A 20% higher distributable result Property portfolio in operation Overall figures 31/12/ /12/ /12/ /05/2000 Total surface area m m m m² Number of properties Number of sites Number of leases Occupancy rate 95.38% 94.39% 94.60% 99.08% Results In thousands 31/12/ /12/ /12/ /12/2008 Consolidated IFRS Consolidated IFRS Consolidated IFRS Consolidated IFRS Net rental result Property result Property operating result before the portfolio result (EBIT) Portfolio Result Operating result Result before tax Net result Net current result Net current result excluding IAS Distributable result Dividend for the financial year Earnings Before Interest and Taxes. 2 Consolidated distributable result. On 31 December 2011, the statutory distributable result in accordance with the provisions of the RD of 7 December 2010 amounts to e The statutory dividend for the 2011 financial year amounts to e compared to e for 2010 and e for These dividends include the dividend to be paid to the subsidiary, Home Invest Management, with regard to the shares held under auto-control. Balance sheets In thousands 31/12/ /12/ /12/ /12/2008 Consolidated IFRS Consolidated IFRS Consolidated IFRS Consolidated IFRS Investment properties (fair value) Investment value of the portfolio Equity Total debt Debt ratio % 33.98% 34.82% 30.31% 1 Excluding assets held for sale and development projects. 2 Investment value, including legal fees, as estimated by the property surveyor, excluding long and short-term receivables for the long-term lease on the rue de Belgrade and the property leasing of the Résidence Lemaire (including properties for sale). 3 Total debt calculated according to the provisions of the RD of 7 December 2010, with the 2011 dividend remaining part of equity until the Ordinary general meeting of 2 May 2012.

20 Ratios In % 31/12/ /12/ /12/ /12/2008 Consolidated IFRS Consolidated IFRS Consolidated IFRS Consolidated IFRS Gross yield on rents received or guaranteed 6.18% 6.15% 6.29% 6.07% Operating margin % 69.85% 69.32% 70.91% Operating margin before tax % 51.79% 50.72% 52.60% Net current margin % 52.46% 50.67% 52.27% Payout ratio % 90.99% 87.28% 86.54% 1 Operating result before the portfolio result / property result. 2 Pre-tax result excluding portfolio result / property result. 3 (Net result excluding portfolio result) / property result. 4 Dividend / Distributable result. Data per share 1 In e 31/12/ /12/ /12/ /12/2008 Consolidated IFRS Consolidated IFRS Consolidated IFRS Consolidated IFRS Net asset value (before distribution) Property result Operating result before portfolio result Portfolio Result Net result Net current result Net current result excluding IAS Growth in value Dividend Shareholders return Return in % % 8.48% 5.05% 0.46% 1 Calculated on the basis of the average number of shares with full rights, except with regard to the net asset value calculated while taking into account the number of shares at the end of the financial year. The shares held by Home Invest Management have been eliminated (cf. IAS 33 20). 2 The difference between the net asset values at the beginning and the end of the financial year. 3 Net for gross dividend, due to the fact that more than 60% of assets are residential buildings located in Belgium (See also Risk factors, point 11). 4 Return, divided by the net asset value at the beginning of the period. Number of shares Ordinary shares (excluding the shares held in auto-control) 31/12/ /12/ /12/ /05/2000 Consolidated IFRS 1 Consolidated IFRS 2 Consolidated IFRS 2 Statutory (Belgian GAAP) At the end of the financial year Average number of shares with full rights shares on 31/12/2011 of which shares held by Home Invest Management are to be excluded in accordance with IAS shares on 31/12/2009 and 31/12/2010 of which shares held by Home Invest Management are to be excluded in accordance with IAS

21 annual financial report 2011 key figures 21 Erainn - Etterbeek (1040 Brussels)

22 management report < Galerie de l Ange - Namur

23 annual financial report 2011 management report 23 Vision and expertise, our assets Preamble: This management report is based on the consolidated accounts. It does however include certain figures relating to statutory accounts. Such cases are expressly indicated. The full statutory accounts 1, along with the statutory management report are available without charge on request from company headquarters. Throughout this Annual Financial Report 2011 the figures and percentages realized in 2011 are compared with those of the 2010 financial year; taking into account the new accounting principles applied to the 2011 accounts in virtue of the royal decree of 7 December 2010 on Sicafi, the figures of the 2010 financial year have been restated to allow a comparison on the same basis. 1 Strategy At the end of twelve years of the Sicafi s existence, the Board of directors has refined its strategy; as from now on it is the Board s opinion that Home Invest Belgium s objective is to satisfy its two stakeholders : its tenants and shareholders. Notwithstanding their apparent opposite interests, they undoubtedly meet in the defined strategy. This strategy is indeed focused around two complementary axes: on the one hand it consists of an exclusive concentration of new investments on high-quality residential buildings, as well to their location as to their intrinsic qualities, buildings that are ensured to be managed efficiently in the direct interest of the tenants; on the other hand, these same buildings can be subject to arbitrages for sale in the long run and thus allow to realize accumulated capital gains built up during the previous years of operation. The good performance of both activity poles is thus closely related. Consequently, it is in the common interest of its tenants and shareholders that Home Invest Belgium explores the market for residential or mixed buildings that can generate a maximum return, composed of the immediate net return, measured in terms of net rental income, and the creation of long-term value, reflected in the evolution of the net asset value, within the legal framework applicable to residential Sicafi, i.e. currently and mainly: a minimum of 60% of the total value of the portfolio has to be invested in residential properties in Belgium in order to benefit from the exemption of withholding tax on the dividend; a maximum of 20% of the total value of the portfolio can be invested in a single property complex, except where a special dispensation has been obtained 2 ; a maximum debt ratio of 65% of total assets; in the event of profit in the financial year, the distributed dividend amounting to at least the positive difference between 80% of the amount of the corrected result 3 and the net decrease of the Sicafi s debt in the course of the financial year under review, subject to article 617 of the Company Code. The strategy defined by the Board of directors can be explained more profoundly, based on the following three cornerstones: 1.1 The growth of the portfolio We remind that Home Invest Belgium has opted for a pure player strategy. This consists in mainly investing in real residential property for letting (apartments, houses), easy to sell lot per lot and with a capital gain potential, in the form of positive changes in fair value, and in the long term, effectively realized capital gains. The Board also takes into consideration multifunctional real estate projects (residential/commercial/offices) that are often linked to major redevelopment projects in city centres, and well-designed and structured student housing, located in university cities, as well as public housing (social, middle income or subsidized ). With regard to investments in the hotel sector, the Board considers that there is no reason to expand this category of assets. Investment in furnished apartments and furnished serviced apartments also does not feature in the investment strategy; the additional initial return is in fact often offset by a higher turnover and a lower occupancy rate; Finally, the Board remains opposed to major investment in assets or projects such as nursing homes that are let for a very long term; their fair value is indeed essentially a function of the return expected by the investors, return is in turn directly influenced by the evolution of interest rates, essentially out of the Sicafi s scope of control. In order to accelerate the growth and the rejuvenation of its portfolio Home Invest Belgium has increased the rhythm of its analysis of investment opportunities, based, on the one hand, on the selective acquisition of existing residential property portfolios, and, on the other hand, on projects to be developed internally. Indeed development projects: offer the possibility to detect more easily important and complete assets, while in the meanwhile getting around the competition by sales to private persons as do property developers and investors; offer a higher initial yield due to the absence of a margin to be paid to the property developer; 1 The statutory accounts can be found under point 9 of chapter VIII of this annual financial report. 2 No dispensation has been asked for up to now. 3 The corrected result is defined in article 27 of the Royal Decree of 7 December 2010 and in chapter 3 of its annex C.

24 allow to control the product as to its appropriateness for the rental market and as to its technical and commercial qualities; automatically contribute to the rejuvenation of the portfolio. We need to remind that the increasing project development for own account is subject to the following internal limitations, defined by the Board of directors, i.e. mainly: total cost of the projects in the course of the different stages of the work in progress cannot exceed 25% of the value of the buildings in operation; one single file cannot exceed 12.5% of the value of the buildings in operation. The investment criteria applicable both to new acquisitions including existing property portfolios and to the development of newly built property for own account are the following: an appreciable immediate net return, combined with the existence of a potential for capital gains; the minimum size of a transaction: 3 million for a building and 5 million for a portfolio; the security from a technical point of view (no risk of any major renovation work in the short term if the building is older than 10 years) and a commercial point of view (no risk of structural vacancy); the liquidity, both with regard to the local rental market, and with regard to the possibility of wholesale or resale in parcels; the location, in principle strictly limited to Belgium; priority is given to cities with more than inhabitants in a healthy economic state, a favourable demographic evolution and having recorded an appreciable increase in property value; the energy performance of the properties in question; the sustainability of the construction and the materials; the aesthetics and the quality of the architecture of the properties in question (timeless style). 1.2 The optimization of rental management evidently is one of the main points of attention. Home Invest Belgium actually manages a very large number of tenants at present over and the quality of the service, at the levels of administration, technical and commercial management, is an essential part of the company s success. Continuous efforts are being made to uniformize and automate this management, always taking into account a strict control of the operating expenses, more specifically with regard to personnel. An effective IT system allows to obtain economies of scale and consequently to differentiate from the multitude of private investors operating in that same residential market. 1.3 The selective arbitrage of the buildings in portfolio in principle via lot per lot sales represents the third cornerstone of the company s success. Moreover, this contributes in a significant and regular way to the growth of the return on investments, through the substantial capital gains realized in the interest of the shareholders, and to the continuous rejuvenation of this portfolio and its energy performance. For 2011 this arbitrage represented a volume of 2.45% of the portfolio of buildings in operation, which has allowed to generate a distributable result of 2.3 million. The Board has fixed a target to reach an annual volume of sales of +/- 4% of the portfolio of buildings in operation, as from Within this context, these sales mainly relate to: buildings with an insufficient net return, estimated to be too small taking into account the related management costs, or those with an inadequate energy performance; assets, part of different portfolios acquired in their entirety by the Sicafi, that do not match its strategy and are consequently, in principle, destined to be sold; buildings having reached their peak in terms of valuation. The selection process of the related buildings is a point of special interest of the Executive management that has to prepare the decisions, as well as of the Board of directors; this requires a thorough examination of the building concerned, taking into account a precise and well-documented study of the local property environment. 2 Highlights of the Financial Year New investments The extraordinary general meeting of Home Invest Belgium of 31 January 2011 has approved the partial demerger of a large part of the property assets of the SA MASADA. The properties acquired in that way comprise a number of very well located buildings in different Brussels municipalities, amongst which Ixelles, Brussels City and Uccle With regard to the project Belliard/Industrie, of which the construction site got behind due to a problem of faulty concrete, the provisional acceptance of the building can now be expected during the first half-year of This relates to the development of a hotel residence with 109 rooms by Nexity IG for the account of the SA Belliard 21, a 100% subsidiary of the Sicafi, and the renovation into six apartments of an old mansion; the project is located at the corner of the rue Belliard and the rue de l Industrie, in the heart of the Brussels European quarter The fourth and last phase of the renovation of the property complex City Gardens, located at Riddersstraat/Petermannenstraat and Fonteinstraat in Leuven, acquired at the end of 2009, could be successfully completed. Globally, the commercialization of this complex ran very favourably, as well with regard to the rhythm by which the lettings were concluded, as to the level of the rents. The gross initial yield on this global operation indeed reaches +/- 6.8% of the total amount invested, compared to the 6.29%, initially forecasted On 23 December 2011 the extraordinary general meeting of Home Invest Belgium approved a new partial demerger of the SA V.O.P.; this real estate company belongs to the Van Overstraeten group, directly and indirectly, part of the stable shareholders of the Sicafi. In this case, this operation represented a potential conflict of interest, elaborated in point 8 hereafter. Following this operation, 4 For more information, we refer to the quarterly press releases and to the half-yearly financial report available on the website

25 annual financial report 2011 management report 25 Home Invest Belgium has become the owner of the leasehold rights of 60 years on 4 investment properties, located in the Brussels- Capital Region, as well as the full owner of a development project in Jette, at the corner of the avenue Odon Warland and the rue Bulins. This project comprises 34 apartments and 1 commercial space on the ground floor, with a total rentable surface of +/ m² and 34 indoor parking spaces. This building will be equipped with stateof-the-art techniques with regard to energy performance. The total valuation of these acquisitions amounts to , including costs. For the remuneration of this contribution new shares have been issued The same extraordinary general meeting of 23 December 2011 approved the demerger operation of the SA URBIS, which has allowed to acquire a residential complex of 18 apartments on the Wilsonplein in Ghent, above the shopping center Gent-Zuid. This residential complex with a net rentable surface of +/ m² has been incorporated for including costs; taking into account the fact that a debt of was also taken over, the total contribution has been remunerated by the issue of new shares Finally, the Sicafi was able to acquire an apartment building on 14 November 2011, very well located in Liège, Quai de Rome 45-46; it comprises 25 apartments, 2 offices and twenty-four parking spaces; the price of this acquisition amounted to , costs included. This relates to a classical building held for lease in one of the best locations in Liège. 2.2 The sales In accordance with the second strategic axis of the company, sales of assets have been extended in 2011; the main objective was the lot per lot sale of residential complexes, i.e. mostly apartment buildings. The Sicafi has thus grosso modo doubled its arbitrage volume in comparison with the previous financial year. The table below shows that the number of buildings concerned, sold in their entirety or through different sales, has evolved to eleven compared to five in 2010; in the same way the net total amount of the sales (after deduction of the sale costs) has evolved from in 2010 to in That way, the different sales of the financial year 2011 have allowed to book a net realized capital gain of 2.1 million in total, compared to their latest fair value (on 31/12/2010); this results also in a distributable capital gain of 2.35 million, compared to the acquisition value augmented by the investments, that substantially reinforces the consolidated distributable result to the shareholders, for the period. The table below again indicates the importance of those capital gains, in comparison with the latest fair value as well as with the initial acquisition value of the buildings sold. For the seventh year in a row, the effectively realized sales show the importance of the capital gains which can be generated by investing in high-quality residential property, at the right moment, in combination with a professionally and selectively driven arbitrage. As explained in point 1.3 these arbitrage activities have clearly become the second cornerstone of the Sicafi s strategy, and should continue to significantly contribute to the growth of the distributable result to shareholders. In Transaction object Sales price Latest fair value Nieuport 1 commercial space and 2 garages Net realized capital gain in % compared to latest fair value Acquisition price + investments Net realized capital gain in % compared to acquisition price + investments % % Coningham 6 apartments % % Marie José 2 parkings % % Bergmann complete building % % Montana Tamaris 2 apartments % % Floréal 1 apartment % % Stevin 1 commercial space % % Clos Saint Georges 2 villas % % Abeilles complete building % % Decroly 2 villas % % Dieweg complete building % % Costs Total % %

26 2.3 Occupancy rate The average occupancy rate for the entire financial year 2011 amounted to 95.38%, an improvement compared to 2010 (94.61%). It has to be noted that this occupancy rate is higher than the 95% taken into consideration in the outlook for the financial year It also has to be pointed out that it undergoes the negative influence, purely temporarily, of the developments at their provisional acceptance. 3 Overview of the consolidated financial statements (see also chapter VIII Financial statements) The consolidated financial statements 2011 recorded below have been established according to the International Financial Reporting Standards ( IFRS ) and the provisions of the Royal Decree of 7 December Profound revision of the articles of association During the extraordinary general meeting of 23 December 2011 a profound revision of the articles of association has been approved. This amendment to the articles of association became necessary mainly in order to take into consideration the provisions of the royal decree of 7 December 2010 with regard to Sicafi, as well as to the law of 20 December 2010 on the exercise of certain rights of shareholders of listed companies. The new coordination of the articles of association is recorded in chapter IX of this annual financial report and can be consulted on the website Gent Zuid - Ghent

27 annual financial report 2011 management report Balance sheet ASSETS I. Non-current assets B. Intangible assets C. Investment properties D. Other tangible assets E. Non-current financial assets F. Finance lease receivables II. Current assets A. Assets held for sale C. Finance lease receivables D. Trade receivables E. Tax receivables and other current assets F. Cash and cash equivalents G. Deferred charges and accrued income TOTAL ASSETS SHAREHOLDERS EQUITY AND LIABILITIES SHAREHOLDERS EQUITY A. Capital B. Share premium account C. Reserves a. Legal reserve (+) b. Reserve from the balance of changes in fair value of investment properties (+/-) c. Reserve from estimated transfer costs and rights resulting from hypothetical disposal of investment properties (-) d. Reserve from the balance of changes in fair value of allowed hedges to which hedge accounting according to IFRS is applied (+/-) h. Reserve for treasury shares (-) m. Other reserves (+/-) n. Result carried forward from previous financial years (+/-) D. Net result of the financial year SHAREHOLDERS EQUITY LIABILITIES I. Non-current liabilities B. Non-current financial debts C. Other non-current financial liabilities II. Current liabilities B. Current financial debts D. Trade debts and other current debts E. Other current liabilities F. Accrued charges and deferred income LIABILITIES TOTAL SHAREHOLDERS EQUITY AND LIABILITIES Number of shares at end of period Net asset value Net asset value per share Indebtedness Debt ratio 34.02% 33.98%

28 3.2 Comments on the 2011 balance sheet Assets The intangible assets relate to the WinIris software. In the course of the financial year the fair value of the investment properties has gone from million on 31 December 2010 to million on 31 December 2011, including the development projects, or a substantial growth of nearly 10%, mainly thanks to: the growth of the portfolio by the new investments of the financial year (see above sub 2.1), different renovations carried out in our buildings in order to adapt them to the demands of the current rental market, for an amount of 0.6 million, the balance coming from a strongly positive change in fair value of the investment properties in the course of the financial year 2011 (+ 6.5 million compared to million in 2010), and this despite an increasing number of sales (see above sub 2.2), with total sales amounting to 5.7 million in 2011 compared to 2.9 million in The current development projects amount to a total of 18.1 million compared to 10.6 million on 31 December They comprise the two projects Belliard/Industrie and Odon Warland/Bulins (see above sub 2). It has to be pointed out that the first of both projects is pre-let, to a large extent, to the Pierre & Vacances group and that the total of these two projects remains largely inferior to the limits defined by the company (see above sub 1.1). The non-current financial assets amount to 0.04 million, a decrease of 19.3% compared to the previous year, following the decrease of the fair value of the hedges by the application of the accounting standard IAS 39. The finance lease receivables of 1.3 million represent the current value of the receivables from the property leasing for the building Rue Belgrade and for the Residence Lemaire, the long-term part of this accounted for under non-current assets, while the short-term part (less than a year) accounted for under current assets. The item assets held for sale amounts to 7.5 million; it represents the fair value at closing date of the buildings for which the sales procedure has already been started up at that date. The trade receivables, strongly increasing to 4.1 million compared to 0.7 million the previous year, correspond for the largest part to the amounts to be received within the framework of provisional sales agreements signed at the end of the financial year 2011 ( 3.5 million), and for the balance ( 0.6 million) to rent receivables on investment properties, representing 3.3% of the rents earned in The tax receivables and other current assets drop to an important degree by 35.5% in comparison with the level at closing date of the financial year 2010 ( 1.9 million compared to 3 million in 2010). They comprise tax receivables (mainly withholding tax on liquidation proceeds) for an amount of 0.7 million, the balance being composed of advance payments to the different coownerships. The cash and cash equivalents amount to 1.7 million compared to 1 million the previous year. We need to remind that the Sicafi s cash is primarily used to temporarily reduce certain short-term credit lines rather than invest in deposits or cash. Deferred charges and accrued income are at 0.1 million Shareholder equity and liabilities On 31 December 2011 Home Invest Belgium s capital of 73.5 million is represented by shares, of which are held under auto-control and are excluded from the calculations per share. The reserves significantly progress by 30% to 67.8 million compared to 52.1 million a year before, mainly thanks to an important positive change ( million) in fair value of the investment properties, listed under the unavailable reserves, or double of the 2010 figures. We need to remind that the item Impact on fair value of estimated transfer rights and costs resulting from hypothetical disposal of investment properties corresponds to the amendments made to the investment value to define their fair value, according to the rules recorded in the Notes to the consolidated financial statements under chapter VIII Financial statements hereafter. This item increases substantially (+ 20.2%), mainly due to the elimination of the transfer rights on the acquisitions of the previous financial year. On the other hand we need to point out that the result carried forward from previous financial years currently stands at 7.8 million, or 2.55 per share, in comparison with 5.4 million the previous year (+ 43.5%). Finally, the net result of the financial year amounts to 14.8 million, or an increase by 25.6% in comparison with This corresponds to the result of the financial year, before appropriation of the result. It has to be noted that this figures comprises a/o the net balance of the changes in fair value of the investment properties in the course of the financial year, or an amount that will be booked under the reserves within the scope of the appropriation of the result. The reserve from the balance of changes in fair value of allowed hedges to which hedge accounting according to IFRS is applied corresponds to the evolution of the fair value of the effective interest rate hedges in the sense of IAS 39, concluded by the Sicafi. Taking into account the evolution of the interest rates since the end of the financial year 2010, the reduction of the hedging period of the current hedges, and finally the accounting through results of the IRS of 20 million, concluded at the end of 2010, this negative item slightly decreases to 2.5 million compared to 3 million the previous year. This item thus influences in a negative, though latent way, Home Invest Belgium s shareholders equity,

29 annual financial report 2011 management report 29 and consequently the net asset value per share, for an amount of exactly The non-current financial debts decrease to 59.4 million, in comparison with 78.4 million a year before ( %), two credit lines expiring in 2012, and consequently recorded in current financial debts for a total of 21.6 million. That way, the current financial debts significantly rise to 25 million compared to only 0.5 million in It has to be pointed out that this item also comprises the credit line of 2.8 million, taken over through the demerger of the SA Urbis, the rental guarantees received and the provisions for expenses from the tenants. The other current liabilities amount to 0.5 million, amount that is quasi unchanged compared to the previous year, and comprise the dividends of previous financial years, not claimed by shareholders, of 0.1 million. The deferred charges and accrued income remained stable at 0.5 million. Finally, the net asset value per share 5 amounts to compared to on 31 December 2010, or an increase by 5.3%. The trade debts and other current debts amount to 8.2 million compared to 2 million the previous year. This strong increase can be explained by the provision of 6.2 million for the completion of the building located at the angle of the rue Belliard and the rue de l Industrie in Brussels. They also comprise debts to suppliers for 1.2 million, rents received in advance for an amount of 0.4 million, and finally, corporate tax debts of 0.5 million. 5 Calculated excluding the Home Invest Belgium shares held under autocontrol (IAS 33, paragraph 20).

30 3.3 Results 2011 (In e) 31/12/ /12/2010 I. Rental income (+) III. Rental-related expenses (+/-) NET RENTAL RESULT (= I +II +III) IV. Recovery of property charges (+) V. Recovery of charges and taxes normally payable by the tenant on let properties (+) VII. Charges and taxes normally payable by the tenant on let properties (-) PROPERTY RESULT (= I +II +III +IV +V +VI +VII +VIII) IX. Technical costs (-) X. Commercial costs (-) XI. Taxes and charges on unlet properties (-) XII. Property management costs (-) Property costs (= IX +X +XI +XII +XIII) PROPERTY OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII) XIV. General corporate expenses (-) OPERATING RESULT BEFORE PORTFOLIO RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV) XVI. Result sale investment properties (+/-) XVIII. Changes in fair value of investment properties (+/-) OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX) XX. Financial income (+) XXI. Net interest charges (-) XXII. Other financial charges (-) XXIII. Changes in fair value of financial assets and liabilities Financial Result (XX +XXI +XXII +XXIII) PRE-TAX RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI +XXII +XXIII) XXIV. Corporation tax (-) TAXES (XXIV + XXV) NET RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI +XXII +XXIII +XXIV +XXV) NET RESULT PER SHARE Average number of shares NET CURRENT RESULT (excluding the items XVI. XVII. XVIII and XIX.) NET CURRENT RESULT PER SHARE (excluding the items XVI. XVII. XVIII and XIX.) NET CURRENT RESULT EXCLUDING IAS 39 (excluding the items XVI. XVII. XVIII XIX. and XXIII.) NET CURRENT RESULT EXCLUDING IAS 39 PER SHARE (excluding the items XVI. XVII. XVIII XIX. and XXIII.) PORTFOLIO RESULT (XVI. to XIX.) PORTFOLIO RESULT PER SHARE (XVI. to XIX.) DISTRIBUTABLE RESULT DISTRIBUTABLE RESULT PER SHARE Operating margin (Operating result before the portfolio result) / Property result 71.64% 69.85% Operating margin before tax (Pre-tax result portfolio result) / Property result 43.53% 51.79% Net current margin (Net result portfolio result) / Property result 43.47% 52.46% Proposed dividend Pay out ratio 85.65% 90.99%

31 annual financial report 2011 management report Comments on the 2011 results The net rental result The rental income amounts to 15.7 million compared to 14.3 million in 2010 (+ 10.3%), following the positive influence of the new acquisitions, and this, notwithstanding, but clearly to a lessor extent, the erosion of the rents caused by the sales during the financial year. The rental-related expenses have increased to 0.2 million compared to 0.1 million in 2010, namely under the influence of reductions in value on trade receivables with an increasing trend in a more difficult economic context. The net rental result consequently stands at 15.5 million compared to 14.1 million a year before, representing a nice performance of + 10 % The property result The charges and taxes normally payable by the tenant mainly consist of the property tax paid by the Sicafi and remain quasi invariable at 1.6 million. A part of these taxes ( 0.4 million) could however be re-invoiced to certain tenants, in accordance with the applicable legislation (commercial spaces, offices, nursing homes). Consequently, the property result amounts to 14.5 million compared to 13.1 million a year before, representing a substantial growth of 10.1% The property charges The technical costs involve maintenance costs for the owner and renovation costs. They amount to a total of 0.9 million, or another drop by 15.9%, in comparison with 1.1 million in 2010, which confirms the favourable impact of a new follow-up system introduced since The commercial costs thus remain quasi unchanged at 0.5 million. These costs include commissions paid to estate agents for the conclusion of new leases, the shared cost of inventories and the fees of lawyers engaged in the context of strict rental management of the portfolio. The taxes and charges on unlet properties amount to 0.4 million, or an increase of 34.8%, and cover the charges the Sicafi has to bear in case of rental vacancy. They are therefore a direct consequence of the occupancy rate of the buildings in portfolio. Their increase in 2011 is explained by the new arbitrage policy on the portfolio, entailing an important vacancy in the buildings selected for sale. The property management costs represent staff and operating expenses, the remuneration of the Executive management and the fees paid to the SA Estate & Concept for the management of the complex Résidences du Quartier Européen. They amount to 1.7 million compared to 1.4 million a year before, or an increase by 22.5%. The increase of this item is simply explained by the hiring, in the course of the year, of COO, a newly created function, as well as to the reinforcement of the internal teams for sales, analysis and administrative support, with three new employees. In total the property charges slightly increase by 7.34% to 3.6 million in comparison with 3.3 million the previous year; taking into account the conscious increase of the property management costs, as aforementioned, the growth of the portfolio, and the number of leases under management, this cost finally perfectly relates to the growth and arbitrage strategy of the Sicafi The property operating result The property operating result thus amounts to 10.9 million, or a very nice progress by 11 % in comparison with the result of 9.8 million recorded in The operating result before the portfolio result The Sicafi s general expenses encompass all charges not directly connected with the direct exploitation of the properties and managing the Sicafi. They consist mainly of fees associated with the Sicafi s stock exchange listing and with its special legal status (NYSE Euronext Brussels, supervisory authority, subscription tax to the SPF Finances, etc.), the fees due to the Auditor, to advisors and to the Sicafi s approved property surveyor. They have decreased to 0.54 million, or a decrease of 15.9% in comparison with 2010, namely following the positive influence of the deletion of certain items (custodian bank, remuneration of the property developer), and the partial reimbursement of the subscription tax paid for the financial years 2009 and This results in an operating result before the portfolio result of 10.4 million, an important improvement of nearly 13% in comparison with the result recorded at the end of 2010 ( 9.2 million) The operating result The result on the portfolio is again largely positive with 8.5 million. Since 2008, with a negative result, 2009 with a slightly positive result and 2010 with a positive result of 4.9 million, the increasing trend is spectacular. This very good result of 2011 can be explained, on the one hand, by the very positive change in fair value of the investment properties for an amount of 6.4 million ( 3.9 million in 2010), but also by the important realized capital gains going from 1 million in 2010 to 2.1 million in 2011, or a new increase by 101% (reeds + 89,4 % in 2010). This substantial result show, for the seventh year in a row, the fact that Home Invest Belgium succeeds in creating capital gains to the benefit of its shareholders. The operating result (after taking into account the portfolio result) thus amounts to 18.9 million, a substantial rise of 34.2% in comparison with 14.1 million in The financial result The financial revenues of 0.2 million comprise the interest received and the finance lease receivables. This item clearly declines (- 54.3%) in comparison with the previous year because of the non-recurrence of extraordinary income in The interest charges clearly increase (+ 27%) following the increase of debt.

32 The changes in fair value of financial assets and liabilities represent the purely latent cost resulting from the evolution of the fair value of the non-effective hedges in the sense of IFRS. They evolve from million to -1.4 million (+ 213%) following the combined effect of the decrease of the interest rates and the recording in the non-effective hedges of the IRS of 20 million concluded in December 2010 (impact of IAS 39). In total the financial result (negative) increases by 71.5% to million The net result The net current result The net current result excluding IAS 39 - The distributable result After taking into account the financial charges and taxes, the net result of Home Invest Belgium grows from 11.8 million in 2010 to 14.8 million in 2011, or a rise by 25.6%. The net current result decreases to 6.3 million (- 8.7%), influenced by the negative change in fair value of the hedges (impact IAS 39). The net current result excluding IAS 39 reflects the improvement of the operational profitability of the company. It increases substantially (+ 4.99% in comparison with 2010). The distributable result also rises from 8.5 million in 2010 to 10.2 million for The development of the margins The realized margins have evolved as follows: the operating margin: 71.64% compared to 69.85% the operating margin before tax: 43.53% compared to 51.79% the net current margin: 43.47% compared to 52.46%. The apparent diverging evolution of these margins originates from the increase of the financial charges under the negative, though purely latent influence of IAS 39 on the accounting of the noneffective hedges. 3.5 Appropriation of the result The consolidated distributable result 6 amounts to e 10.2 million compared to e 8.5 million last year. It corresponds to a weighted average of shares with full dividend rights of units. No amount has been transferred to the legal reserve. During the financial year, no event occurred which would have justified the formation of provisions as defined by IFRS standards. Consequently, at the level of the statutory accounts, the Board of directors proposes to the Ordinary general meeting of shareholders of Home Invest Belgium: to carry forward a total amount of e to distribute in respect of return on capital a dividend of 3 per share, or e Total e The proposed dividend abides by the provision in article 27 of the royal decree of 7 December 2010 on Sicafi accounting, being above the 80% minimum distribution requirement of the sum of corrected profits and net capital gains from the sale of properties provided they are not exempt from the obligation of being distributed, reduced by the net reduction in the company s debt during the course of the financial year, as stated in the statutory annual accounts. This required minimum amounts to In accordance with current legislation, this dividend will be paid gross for net (except for the application of the special contribution of 4% in case of exceeding the threshold of of income from movable assets) due to the special status of Home Invest Belgium 8 as a Sicafi with at least 60% of its portfolio invested in residential property situated in Belgium. By way of reminder, these special tax provisions relating to exemption from withholding tax were introduced in 1995 in order to compensate, on the one hand, for the fact that the property tax cannot, itself, be passed on to tenants in residential properties and, on the other hand, for the costs of managing a housing stock which are disproportionate in comparison with those of professional properties such as offices or retail. If approved by the General meeting, the dividend will be paid from 15 May 2012 by automatic transfer to holders of registered or dematerialised shares, and at branches of BNP Paribas Fortis, in return for coupon no. 15 detached from the current balance of the bearer shares. 3.6 Participations Home Invest Belgium declares that the only participations it owns are its shares in Home Invest Management SA (HIM), its 100% subsidiary since 27 February 2004, 600 shares in Belliard 21 SA held since 23 September 2009, with the balance of that company s capital, equaling 20 shares, owned by its subsidiary Home Invest Management. 3.7 Treasury shares Home Invest Management SA, 100% subsidiary of van Home Invest Belgium, holds at closing date of the financial year 2011 a total of Home Invest Belgium shares. At this date these shares were valued on a statutory level at e per share or a total of e The statutory distributable result, calculated in accordance with the RD of 7/12/2010, amounts to This dividend is determined on the basis of the statutory accounts. 8 See also point 11 of chapter I Risk factors.

33 annual financial report 2011 management report Auditor s Fees The Auditor, Karel Nijs, received fees amounting to a total of VAT included (on a consolidated basis), broken down as follows: Remuneration of the Auditor: Remuneration for special services or particular assignments accomplished within the company by the Auditor: 1. Other attestation assignments: Other non-audit assignments: Remuneration for special services or particular assignments undertaken within the company by persons linked to the Auditor: 1. Tax advice: Risk factors The risk factors are described in Chapter I of this Annual financial report Information pursuant to Article 119, item 6 of the Company Code Mr Guillaume Botermans, independent director and Chairman of the Audit Committee has the independence and competence required by the above-mentioned item 6 of Article 119 of the Company Code, with regard to accounting and auditing. He has a specific academic background in finance together with proven experience in the management of property certificates (see the Corporate Governance Statement Chapter). 4 Management Bodies 4.1 Evolution of the composition of the Board of directors The ordinary general meeting of 3 May 2011 has proceeded to: the ratification of the appointment of Mr Johan Van Overstraeten as a director representing the Van Overstraeten group, with his mandate ending after the ordinary general meeting of 2015; the appointment of Messrs Eric Spiessens and Koen Dejonckheere as independent directors; their mandates will end after the ordinary general meeting of 2015, and recording the resignation of Mr Michel Pleeck as a director Discharge - Appointment - Thanking On 3 May 2011, the Board of directors has appointed among its members, Mr Guy Van Wymersch-Moons, director, to take over the chairmanship of the Board of directors from Mr Michel Pleeck, resigning. Taking into account the important contribution of the latter to the launch and the development of the Sicafi, the Board of directors has decided to grant him the title of Honorary Chairman. 5 Events after the closure of the financial year No important events took place since the closing of the financial year. 6 Outlook Working hypotheses Perimeter: The outlook for the financial year 2012 has been established on a consolidated level and in a constant perimeter fashion, while nonetheless taking into account: the provisional acceptance of the project Belliard/Industrie, foreseen by the end of the first half-year of 2012; the incorporation of new buildings in the portfolio, coming from different acquisitions, for a total of 15 million; the progressive lot per lot sale of different buildings clearly selected as no longer fitting within the investment strategy of the Sicafi in the medium term, but the sale of which should lead to important capital gains. Evolution of the rents Occupancy rate Taking into account the economic context, a careful hypothesis of 1.75% growth of the rents (inflation included) has been taken into consideration, while the occupancy rate has been forecasted at 95%. Maintenance and repair Management and agent s fees The outlook has been established per building, based on the experience acquired in the past, and the thorough knowledge of the buildings of the management team, more specifically with regard to their occupancy rate, tenant turnover, rent level and operational maintenance and renovation costs. Interest rate With regard to the funding cost 9, the outlook takes into account the latest forecasts of interest rates on the money and capital markets, as well as the current situation of bank margins. That way, the supposition is that the 3-month interest rates (excluding margin) would amount to 1.25%, while the 5-year interest rates (IRS 5 years ex-margin) would reach 1.75%. The Board of directors and Executive management can to a certain extent influence the following scenarios: the size of the portfolio, the level of rents, the occupancy rate and funding cost (margin). On the other hand, inflation speculations are completely outside their control. 9 The funding cost corresponds to the financial charges incurred on creditlines from banks.

34 Given the uncertainty due to the current economic situation, especially with regard to the development of the values of the property and those of the hedges, the forecasts published below will be limited to a couple of key figures for the financial year 2012, without making any forecasts regarding changes in the fair value of investment properties or hedges or forecasted balance sheets. 6.2 Key figures for 2012 Realized in 2011 Outlook for 2012 Net rental result Property result Operating result before the portfolio result Net result Net result excluding IAS Net current result excluding IAS 39 per share Distributable result Distributable result per share Corporate responsibility Home Invest Belgium s mission as exposed in the introduction of this report consists of providing the population with decent housing, while paying attention to the interest of its shareholders. In order to reach this, the Sicafi recognizes its responsibilities in environmental and human matters for fulfilling its purpose. By this recognition, the company takes into account the social, environmental and ethical criteria prescribed by article 76 of the law of 20 July Environmental context Home Invest Belgium s responsibility is mainly perceived at the level of managing its property in operation and its investment decisions. As the owner of an important portfolio of buildings composed of buildings with a variable useful life, the company has developed a pragmatic policy matching a rational though permanent renovation programme to financial imperatives; that way, it can sometimes be recommended to sell an older building instead of spending large sums to improve its inadequate energy performance. This well-grounded policy with regard to investments and an active arbitrage on the portfolio relies on a detailed periodical portfolio evaluation. When deciding to invest in new assets, the quality of the new acquisition, which has to generate a rental income over a long period, is taken into account within the scope of complying with the best current environmental standards. With regard to environmental respect the Sicafi wishes to apply that same sense of responsibility to the use of its own offices. As each company and/or employer, in close communication with its staff, it pays attention to the different aspects of its own functioning, such as energy consumption (heating- lighting -transportation), waste management (selective waste disposal-paper consumption and other consumables) and water consumption (maintenancecleaning). The application of these good management practices however limited as to their impact should make Home Invest Belgium s staff aware of the values the company respects in its operations. 7.2 Human context The Sicafi recognizes in essence two groups of individuals it is closely connected to and towards whom it is responsible: its tenants and its staff. Towards its tenants: based on the relatively important number of tenants the company has, i.e. more than 1200 families, Home Invest Belgium is in a privileged position to convey to them a number of values it adheres to, evidently within the limits of a correct lessor-tenant relationship. Within that same mindset, we recall the participation of the Sicafi to the green mobility project launched by D Ieteren Auto ( eu) in the course of 2011 in the building Cours Saint-Michel aiming at inciting the inhabitants at organising their common transportation by means of electric or green vehicles. Towards its staff: the Sicafi is very much aware of the fact that its housing mission can only be efficiently executed thanks to the daily and motivated efforts of its staff; it is surely its most valuable capital and the only one allowing it to excel in the market it operates in. It is therefore very concerned in providing all necessary means for the personal development of its employees. As the team is limited (twelve employees without the Executive management, of which four are independent), focus is on short communication lines and an interactive and dynamic teamwork; besides, each team member is subject to an annual evaluation by the Executive management based on previously assigned jobs and targets for the next year. Within this large human context Home Invest Belgium wishes to communicate a number of essential ethical values, as to all aspects of its functioning, namely honesty, integrity and equality. To its opinion, respecting these values is essential in order to correctly fulfil its mission to the benefit of all its stakeholders. They are recognized and lived by, both at the level of the Board of directors and the Executive management and its entire staff, and consequently expressed in all the Sicafi s operations. 8 Conflict of interest On 5 October 2011 a Board of directors treating the partial demerger of the SA V.O.P., mentioned sub 2.1.4, was held. As the directors Johan and Liévin Van Overstraeten are also directors and indirect shareholders of the aforementioned company V.O.P., the transaction project was qualified as a potential conflict of interest in the sense of article 523 of the Company Law, article 19 of the articles of association and the articles and 4.8 of the Corporate Governance Charter of the Sicafi. In accordance with the legal provisions in force, the directors have informed the Chairman of the Board of directors and the Auditor on 4 October 2011 of the existing potential conflict of interest and their decision not to take part in the deliberation on this point. This abstinence has been recorded accordingly in the minutes of the meeting of the Board

35 annual financial report 2011 management report 35 of directors of 5 October 2011, of which the relevant extracts are integrally reproduced below in accordance with the provision of article of the Company Code: 1/ New partial demerger of VOP A. Application of art of the Company Code and the articles and 4.8 of the Corporate Governance Charter Conflict of interest. Given their connection with VOP, the directors Liéven and Johan VAN OVERSTRAETEN have informed the Chairman of the Board of directors and the auditor, in accordance with article of the Company Law, of the potential conflict of interest that exists for the transaction project, and they have announced to abstain from voting on this item of the agenda. I. Brief description of the planned transaction: It relates to the acquisition by HIB, as a consequence of a partial demerger, of a number of buildings owned by the company VOP, i.e.: - on the one hand, the building Odon Warland in Jette, a turnkey project, for a conventional value of ; the building, currently under construction, comprises m², with 34 apartments, 1 shop and 34 indoor parking spaces. Together with the partial demerger VOP will sign a Project Management agreement for the turnkey delivery of the project Odon Warland, within the scope of which VOP will take charge of the further follow-up of the project, including the payment of the construction costs all-in till its provisional acceptance (in other words, including building contractor s invoices, fees, VAT, taxes, etc., at the unique exception of the value of the land which is fixed at ), for a maximum amount of Should the all-in construction cost of Odon Warland (in other words, including fees, VAT, taxes, etc., at the unique exception of the value of the land) exceed , it will be at the expense of Home Invest Belgium, though VOP guarantees that the total construction cost of Odon Warland will absolutely not amount to more than and on the other hand, a leasehold right of 60 years on 4 small investment properties located in Schaerbeek, Saint-Gilles and Laeken, for a conventional value of In exchange, the shareholders of VOP will receive new Home Invest Belgium shares. The issue price of the new shares will be defined based on the average closing price of the 30 calendar days preceding the partial demerger date, with as a bottom price the latest published net asset value that will be communicated on 17 November (situation per 30/09/2011). The parties have also agreed that possibly a surcharge in cash will be paid if the effectively concluded rent exceeds the forecasted rent by at least 4%; this possible surcharge will be calculated as follows: - moment: after the letting of the commercial space (ground floor and - 1) and the letting of at least 30 of the 34 apartments (= 88% of the residential offer), all of this at latest 18 months after the completion. This means that if the aforementioned rent level is only reached after the 18 months term, no surcharge will be applicable anymore. - calculation method: based on a comparison between the totality of the concluded rents (restated to 100% for the residential offer) and total forecasted rents by HIB (cf.: note rent forecast ); if the concluded rents exceed the rent forecast by more than 4%, the positive difference will be capitalized at 6.25% and paid by means of a surcharge. Moreover it has to be mentioned that following the applicable legal provisions, this surcharge can in no way amount to more than 10% of the contributions resulting from the partial demerger. II. Ground for the potential conflict of interest: Liéven and Johan VAN OVERSTRAETEN are connected to the company V.O.P. through their directors mandates; they are also indirect shareholders of this company. The valuations of the property involved in the realization of the partial demerger project as well as the issue conditions of the new Home Invest Belgium shares consequently entail opposite interests between HIB and VOP. III. Justification of the proposed operation: As mentioned above, the operation consists of two parts: The first part relates to the acquisition of a well-located project in Jette, at the corner between the Avenue Odon Warland and the rue Bulins, turnkey project constructed by VOP according to state-ofthe-art techniques with extra focus on the best possible energy performance. This building is destined for letting and consequently perfectly fits within the purpose of the Sicafi. According to the current expectations, the return on this investment should amount to between 5.75% and 6%, or an appreciable initial yield with nice future capital gains potential on top of it. Moreover, through this investment, our Sicafi takes into account the social, environmental and ethical criteria as mentioned in point 2.6 of the annual report on the 2010 accounts. The second part relates to the acquisition by Home Invest Belgium of a leasehold right of 60 years on four existing investment properties located in the Brussels-Capital Region, and mainly let for housing. Also this fits seamlessly within the core business of our Sicafi, i.e. investing in real estate, mainly with a residential purpose. The two parts of the operation also contribute to the further risk diversification of the property portfolio, via the presence in districts where Home Invest was not invested up until now.

36 IV. As to the consequences for the property portfolio, the proposed operation as described above will result in the reinforcement of the shareholders equity of our Sicafi for an amount of , which further extends its borrowing capacity for the future. On the other hand, as remuneration, a number of new shares will be issued based on the issue conditions described above in point I. With regard to this, it is the Board of director s opinion, that except for a significant reversal of the share s price in the two coming months, the issue price of the new shares should turn out to be higher than the latest net asset value of the share to be communicated next 17 November, resulting in an accretive effect for the current shareholders. Anyhow, parties have agreed that the latest net asset value will account for the minimum issue price, excluding an issue with a dilutive effect. Finally, following this operation, Home Invest Belgium will globally further reinforce its prominent presence in the Brussels rental market, which perfectly fits within its purpose. 9 Corporate Governance statement The Corporate Governance statement, integrally part of this management report, is produced in chapter 7 hereafter. 10 Research and Development Activities Home Invest Belgium carried out no research or development during the financial year Information with regard to circumstances possibly having a significant influence on the development of the Sicafi The Board of directors has no indication of circumstances with a possible significant influence on the development of the Sicafi in the sense of article 119, 3 of the Company Code. The objectives and the policy of the company with regard to financial risk management, its exposure to credit, price, liquidity and treasury risks, and to hedges and their use, are described in chapter 1 above. 12 Profile of Home Invest Belgium Shareholders Given the favourable legal set up of the Sicafi in general, and of residential Sicafi in particular, shareholdings in Home Invest Belgium can make for interesting investments for private and institutional investors alike. In comparison with the direct ownership of residential property, an investment in Home Invest Belgium shares has a number of advantages; this allows to being free of the constraints related to direct residential property management; this becomes more and more burdensome by the increasing administrative and technical obligations; the same applies to the increasing risks of vacancy and non-payment; benefiting from the advantages offered by this type of investment: a good spread of investment risk, the professionalism of the management, high transparency in the management of the Sicafi through its Corporate Governance and favourable legal and tax provisions (for more details: see chapter IX Permanent Document ); benefiting from an evident improved liquidity of its portfolio taking into account the Sicafi s stock exchange listing. 13 Discharge of Directors and the Auditor The Board of directors proposes to the General meeting of shareholders that it grants discharge to the directors and the Auditor in respect of their mandates in separate votes for the financial year ending 31 December Description of the main characteristics of the internal control and risk management systems A description of the main characteristics of the internal control systems and risk management is produced in point 2 of chapter VII Corporate Governance statement of this annual financial report. 15 Remuneration report The remuneration report is reproduced in point 6 of chapter VII Corporate Governance statement, an integral part of this annual financial report.

37 annual financial report 2011 management report Auditor s report The Auditor has gone over this management report and has confirmed that the information communicated is in no way inconsistent with the information he has within the framework of his mandate. His report is incorporated in the report on the consolidated annual accounts, produced in point 8 of the Financial statements hereafter. < City Gardens - Leuven

38 Les Mélèzes - Woluwe Saint-Lambert (1200 Brussels) > Home Invest Belgium on the stock exchange 1

39 annual financial report 2011 Home Invest on the stock exchange 39 A continuous upward trend 1 Listing and comparisons The Home Invest Belgium share is listed on Euronext Brussels continuous trading market (Symbol: HOMI - ISIN Code: BE ). The first closing price of 2011, namely the price of 3 January 2011, amounted to 61. It remained relatively steady during the 1 st quarter of the financial year to subsequently record a quasi constant increase till the year s high of on 6 June. Under the influence of the renewal of the economic difficulties, the price has then slightly decreased to reach its lowest level of on 9 August. The last month of the year is characterized by a regular leap of the share price till on 30 December 2011, or 5% better than at the beginning of the year. We also need to point out that the share price seemed insensible to the detachment of the coupon on 13 May. This new progression of 5% in the course of 2011, after an increase of 10% in 2010, sharply contrasts with the strong drop of the BEL20 index ( %), as well as that of the EURO STOXX 50 index, decreasing by 15.51% in the course of the year under review. At a share price of 64.05, last closing price of 2011, the net yield based on the 3 dividend proposed to the ordinary general meeting of the Sicafi of 2 May 2012 amounts to 4.68%, or superior by 190 base points to the current yield of 5 year-olo 2. Last year, the net return for the shareholders, measured in the same way, reached a quasi identical level of 4.48%. 1 This chapter is not part of the elements that were audited. 2 On 30 January 2012 the 5 year-olo yield amounted to 2.74%.

40 Evolution of the share price since the IPO Number of monthly traded shares Share price (e) Volume Share price June 1999 December 1999 June 2000 December 2000 June 2001 December 2001 June 2002 December 2002 June 2003 December 2003 June 2004 December 2004 June 2005 December 2005 June 2006 December 2006 June 2007 December 2007 June 2008 December 2008 June 2009 December 2009 June 2010 December 2010 June 2011 December 2011 Comparison of the stock market evolution: Home Invest Belgium - BEL20 - EPRA Belgium index since the IPO 3 Basis 100 on 18 June Home Invest Belgium BEL 20 EPRA Belgium June 1999 December 1999 June 2000 December 2000 June 2001 December 2001 June 2002 December 2002 June 2003 December 2003 June 2004 December 2004 June 2005 December 2005 June 2006 December 2006 June 2007 December 2007 June 2008 December 2008 June 2009 December 2009 June 2010 December 2010 June 2011 December 2011 Calculated from 18 June 1999, the first day Home Invest Belgium shares were listed, to 31 December 2011, the stock market performance of Home Invest Belgium shares has undoubtedly been far better than the performance of the EPRA Belgium or BEL20 indices, particularly in the course of the financial years 2009, 2010 and Additional information on these indices can be obtained at NYSE Euronext Brussels for the BEL20 index and for the EPRA Belgium index, on the website (EPRA Belgium).

41 annual financial report 2011 Home Invest on the stock exchange 41 2 Net asset value discount/premium Evolution of the share price compared to the net asset value 40% 30% 20% 10% 0% -10% -20% -30% -40% June 1999 December 1999 June 2000 December 2000 June 2001 December 2001 June 2002 December 2002 June 2003 December 2003 June 2004 December 2004 June 2005 December 2005 June 2006 December 2006 June 2007 December 2007 June 2008 December 2008 June 2009 December 2009 June 2010 December 2010 June 2011 December 2011 The net asset value per share is calculated and published quarterly by way of a press release and publishing on the website www. homeinvestbelgium.be. In the course of the financial year 2011 this value has recorded an increase of 4.3% in comparison with its level at the start of the financial year, i.e. from to per 31 December This positive trend, more pronounced during the second half-year, can essentially be explained by the very good results realized by the Sicafi, as well with regard to letting property, as with regard to the arbitrage of certain buildings, without omitting the increase of the fair value of certain buildings in portfolio and of the results carried forward. It is worth noting that the net asset value per share is currently 67% higher than its initial level of on its stock market debut in June This evolution reflects the quality of the property investments made by Home Invest Belgium and its asset management, as well in terms of maintenance-renovation as regarding the timing of the sale of individual units for buildings judged as ready for sale. Home Invest Belgium shares have been traded at a premium on the published net asset value during the entire financial year On 30 December 2011 the closing price amounted to 64.5 ( 60.5 on 31 December 2010), which represents a premium of 12% in comparison with the net asset value at the end of the financial year (10.6% in 2010). This growing premium is undoubtedly due to the reinforced confidence of the shareholder in the reassuring performance of an investment in Home Invest Belgium shares.

42 3 Key figures of the share on 31 December 2011 Number of issued shares: Number of shares admitted to stock market trading: Market capitalisation based on closing price: e million Closing price: e Highest price: e Lowest price: e Average price: e Annual turnover: (against in 2010, in 2009 and in 2008) Average monthly volume: (against in 2010, in 2009 and in 2008) Average daily volume: 902 (against 833 in 2010, 986 in 2009 and 685 in 2008) Velocity 1 : 15.40% (against 13.85% in 2010,16.69% in 2009 and 11% in 2008) Gross dividend: Gross dividend yield 2 (%): 4.65% 1 Number of trade shares / free float. 2 Gross dividend / closing price at 30 December e 3.00 per share 4 Dividend policy Home Invest Belgium is committed to offering its shareholders an increasing dividend at least equal to or above the rate of inflation in the long run. Between 2000 and 2011, the net dividend rose from 1.96 to 3.00 per share, or an increase of 53% in the space of twelve years or also an average annual increase of over 4%. In the same period, the health index (l indice santé) amounted to 2.16% annually. For the 2011 financial year, the proposed dividend of 3 represents again an important growth by 9% compared to the dividend of 2.75 paid for the 2010, while the payout ratio is maintained at an acceptable though careful level of 85.65% 4. This strong growth of the dividend was made possible thanks to the reinforcement of the arbitrage volume on the portfolio, for which the Board has fixed an objective of +/- 4% per year. As discussed in point 1. of chapter IV, it is the Board s opinion that this policy will allow a substantial contribution to the growth of the distributable result in the coming years. It has to be pointed out that since the creation of the Sicafi quite a sizeable portion of profits was carried forward each year that, after distribution and on a consolidated level now amounts to 2.76 per share 5. This should enable the company to maintain dividends in the future, should conditions in the property market become more difficult. 5 Return for shareholders The return on investment is to be measured both with regard to the immediate yield that can be derived, and to the increase in net asset value that the investment may present in the long term. The addition of these two components constitutes the annual return on investment. In the case of a Sicafi, the importance of the immediate return may be high, but the capacity to generate capital gains is the true seal of quality in the long term. For shareholders who took part in the June 1999 IPO (Initial Public Offering) and since reinvested all dividends in Home Invest Belgium shares, the internal rate of return (IRR) calculated over this twelve year period would be 13.87%, and this, in spite of the weak performance in the course of the financial years 2008 and In the same way, the return for Home Invest Belgium shareholders not having reinvested dividends every year, the average return is nonetheless equal to 11.52% per year over the 1999/2011 period. This return cannot be compared with that of the majority of other Sicafi, due to the fact that their return is calculated before deduction of the withholding tax on dividends, whereas Home Invest Belgium is not subject to such withholding tax according to the current legislation. 4 The statutory payout ratio amounts to 84.61%. In 2010, it amounted to respectively 90.99% on a consolidated basis and to 89.06% on a statutory basis. 5 Calculations on a consolidated basis and after 2011 profits appropriation.

43 annual financial report 2011 Home Invest on the stock exchange 43 Return ( ) 1 Net asset value excluding dividend Value growth Gross/net dividend Return Return in % per share 2 for the shareholder 3 31/12/ % 31/12/ % Consolidated accounts 31/12/ % in IFRS 31/12/ % 31/12/ % 31/12/ % 31/12/ % 31/12/ % 4 31/05/ % Statutory accounts 31/05/ % in Belgian GAAP 31/05/ % 31/05/ % 31/05/ % 01/06/ Based on consolidated figures as from Dividend of the financial year plus net asset value growth during the financial year. 3 Idem, divided by the net asset value at the beginning of the financial year. 4 Rebased to twelve months (12/19). Comparison of the evolution of the return of Home Invest Belgium compared to real estate return and stock performance indice Home Invest Belgium BEL 20 return Euro Stoxx 50 return EPRA Europe return index January 2008 April 2008 July 2008 October 2008 January 2009 April 2009 July 2009 October 2009 January 2010 April 2010 July 2010 October 2010 January 2011 April 2011 July 2011 October 2011 December 2011 The quality of an investment in Home Invest Belgium shares is perfectly demonstrated by the graph above, showing the excellent performance measured in terms of return of the Home Invest Belgium share compared to the BEL20, EURO STOXX 50 and EPRA Europe return indices. It is noteworthy to record that, notwithstanding the heavy economic crisis context during 2008 and 2009, this return has remained largely positive during the entire period under review.

44 6 Shareholders free float The table below lists Home Invest Belgium s registered shareholders and those who have issued a transparency statement, in line with the statements received by the company (status on 24 February 2012): Shareholders Number of shares % of capital Group Van Overstraeten* % COCKY SA % Mr Liévin Van Overstraeten % Mr Antoon Van Overstraeten % Mr Hans Van Overstraeten % Mr Johan Van Overstraeten % Mr Bart Van Overstraeten % Stavos Luxembourg % AXA Belgium* % Les Assurances Fédérales* % Group ARCO* % Arcopar SCRL % Auxipar SA % Family Van Overtveldt - Henry de Frahan* % Mr S. Van Overtveldt % Mrs P. Henry de Frahan % Other nominative shareholders % Total known % Free Float % General total % It is worth remembering that article 8 of Home Invest Belgium s articles of association expressly provides for the obligation of any shareholder increasing or decreasing his shareholding to the respective thresholds of 3%, 5% or a multiple of 5% of capital to give notice of such to the Sicafi and the Financial Services and Markets Authority (FSMA) via a transparency statement. Consequently, the company s free float represents 46.83% of total capital, represented by on 24 February There is no dominant shareholder controlling the Sicafi and there is no provision in the deed of constitution, the articles of association, any charter or any other internal regulation which could have the effect of delaying, deferring, or preventing a change of control. All shares have the same voting rights. The shares held by Home Invest Management, a 100% subsidiary of Home Invest Belgium, are a result of the mergers with the companies Investim and Immobilière Van Volxem in 2007 and JBS in Any amendment to the rights of shareholders requires an amendment of the articles of association (set forth in the Permanent Document), in accordance with the provisions of the Company Code. * Shareholders having issued a transparency statement in accordance with the Transparency Legislation of 2 May Stavos Luxembourg SA is controlled for 100 % by the Stichting Administratiekantoor Stavos. Stichting Administratiekantoor Stavos is controlled by Liévin, Antoon, Hans, Johan and Bart Van Overstraeten. Cocky NV is controlled for 99 % by the Partnership Van Overstraeten, in its turn controlled for 100% by the Stichting Administratiekantoor Stavos. 2 AXA Belgium is a subsidiary of AXA Holdings Belgium, itself a subsidiary of AXA SA. 3 Arcopar SCRL and Arcoplus SCRL constitute a consortium. Auxipar SA is under the joint control of Arcopar SCRL (and its subsidiary Arcofin SCRL) and Arcoplus SCRL.

45 annual financial report 2011 Home Invest on the stock exchange 45 < Giotto - Evere (1040 Brussels) 7 Shareholders calendar Annual results for the 2011 financial year 2 March 2012 Annual general meeting for the 2011 financial year, Interim statement: quarterly results on 31 March May 2012 Payment of the dividend for the 2011 financial year 15 May 2012 Half-year financial report as at 30 June August 2012 Interim statement: quarterly results on 30 September November 2012 Annual results for the 2012 financial year 1 March 2013 Annual general meeting for the 2012 financial year, Interim statement: quarterly results on 31 March May 2013 Payment of the dividend for the 2012 financial year 17 May 2013

46 < Jourdan 85 - Saint-Gilles (1060 Brussels) property report 1 1 The real estate report is not subject to the control of the statutory Auditor.

47 annual financial report 2011 property report 47 Residential real estate, a place to live in The following items 1 and 2 have been transcribed from the report of the certified real estate surveyor, with his agreement, while the following items contain supplementary details, mainly based on balance sheet data or taken from various regular assessment reports issued by the certified real estate surveyor.

48 1 Status of the residential real estate market in Belgium Surveyor s report of Winssinger & Associates SA on 31 December 2011: Investments in the Belgian residential market Compared to the investment level reached at the end of the first three quarters of 2010, the residential market records a progression of 4.4% to stand at nearly 20 billion at the end of the third quarter of (Figure 1), while the number of transactions listed in the kingdom decreases by 0.1%. Consequently, we note an increase of the property values if we align both periods, while the inflation level (cf. table below) in 2011 is higher than in Figure 1: Investments in Belgian residential property Total (milliard e) Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Source: SPF Economie This investment level can a/o be explained by the decrease of the fixed interest rates on mortgages in the course of 2011 to reach a rate of 3.93% in September (Figure 11). Total amount of mortgages amounts to over 18 billion, a level comparable to that of the first three quarters of Annual evolution (%) GDP Private consumption Inflation Source: Oxford Economics (16 December 2011) Evolution of the prices per market As shown by the analyses per type op property below, the average prices of ordinary houses, luxury homes and apartments all record an increase of nearly or equal to 4% in comparison with 2010, while only building land slightly declines by 0.3%. In 2011 the number of transactions for this type of property remains at a level comparable to that of 2010, with purchases. 1 The figures of the FPS Economy are a basis for this report. At present (1 February 2012) these have no further been actualized than including the third quarter of For reasons of coherence the comparisons with 2010 will only be based on the first three quarters of 2011.

49 annual financial report 2011 property report 49 Ordinary houses: The average price of ordinary houses grows by 4.0% and stands at The number of transactions (47 000) for this type of property has increased by 2.2% (Figure 2). Figure 2: Average price and transactions in ordinary houses Average price in e thousands Transactions Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Average price Transactions Figure 3 According to the figures of the FPS Economy the average price of an ordinary house in the Brussels-Capital Region was , or an increase of 1.8% in As demonstrated by Figure 3, six municipalities in the Brussels-Capital Region record an average price below at the end of 2011: Anderlecht, Berchem-Sainte- Agathe, Jette, Koekelberg, Molenbeek-Saint-Jean, and Saint-Josse-ten-Noode. It has to be pointed out that Ganshoren has in the meanwhile exceeded the limit. The average price of ordinary houses in the Flemish Region amounts to in 2011, or a rise by 6.3% compared to As indicated on the map (Figure 3), the highest price levels at the end of the year are essentially located in the zone covering the Brussels periphery to Leuven. Different coastal cities, amongst which Knokke-Heist, also record high price levels. The most affordable prices are still situated in the provinces Limburg and Western Flanders.

50 In 2011 the prices of ordinary houses in the Walloon Region reach e on average or an increase of 3.3% in comparison with the previous year. The Brabant wallon counts different municipalities currently exceeding the e threshold, amongst which Ottignies-Louvain-la-Neuve and Ramillies. In the Hainaut Silly is as from now on listed among the most expensive municipalities of Wallonia. Villas, luxury homes: The average price amounts to e , or an increase by 3.8%. The number of transactions in villas and luxury homes in 2011 stands at a comparable level to that of 2010, with more than purchases (Figure 4). Figure 4: Average price and transactions in villas and luxury homes Average price in e thousands Transactions Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Average price Transactions Source: SPF Economie The average price of villas amounted to e in the Brussels-Capital Region in 2011, or an important progression by 17.5% in comparison with the previous year, nevertheless coloured by the small sample of this type of buildings in the Region. The municipalities Uccle and Woluwe-Saint-Pierre are the only two where these types of transactions have been recorded at the end of the year (Figure 5). Figure 5

51 annual financial report 2011 property report 51 The average price of luxury homes and villas in the Flemish Region stands at e , or an increase by 4.7% compared to Figure 5 shows a drop of the average price of luxury homes in the province of Antwerp, and a price increase in the municipality of Tervueren, which remained below the e threshold till the second quarter. The average price of luxury homes and villas in the Walloon Region amounts to e , or an increase by 2.5% in comparison with the previous year. Apartments: The global rise of the average prices of apartments amounts to 3.9% since The average price reaches e in However, the number of transactions in apartments has decreased by 1.08%; more specifically, less than were recorded (Figure 6). Figure 6: Average price and transactions in apartments Average price in e thousands 200 Transactions Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Average price Transactions Source: SPF Economie Figure 7 For the Brussels apartments the average price was e in 2011, or a progression of 3.6% compared to The highest average price is still to be found in Woluwe-Saint-Pierre, while we observe an increase of the average prices in the municipalities Schaerbeek and Auderghem, and a decrease in Watermael-Boitsfort (Figure 7).

52 In the Flemish Region the average stood at e , representing a rise of 4.7% in comparison with A number of coastal cities and municipalities around Antwerp namely succeed in exceeding the e threshold at the end of The average price of apartments in the Walloon Region has risen by 4.1% in comparison with 2010, to reach e Building land: The average price of building land records a decrease of 0.3% compared to 2010 to reach e 102/m² on average transactions in this type of property were listed in 2011 (Figure 8). This evolution is probably not reflecting the real situation as it was influenced by a negative trend in Brussels, the latter being based on a limited number of transactions. Figure 8: Average prices and transactions in building land Average price e/m 2 Transactions Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q Average price Transactions Source: SPF Economie The average price of building land sold in the Brussels-Capital Region amounts to e 427/m², or a decrease of 4.0% in comparison with the previous year (Figure 8). Transactions were only recorded in the municipalities Jette and Uccle at the end of 2011 (Figure 9). Figure 9

53 annual financial report 2011 property report 53 Building land in the Flemish Region reached an average level of e 157/m², or a growth by 1.6% compared to Certain coastal cities and municipalities on the axis Antwerp-Brussels comprise the most expensive building land of the Region. We can point out that the price of building land in the Walloon Region has increased by 1.6% in comparison with the previous year and stands at e 48/m² on average, however well below the levels observed in the Flemish and the Brussels-Capital Region. No single building land transaction reached the e 300/m² threshold at the end of Conclusion The real estate activity index of the Federation of Notaries (Figure 10) is stabilized in the first half-year of 2011 to subsequently decrease in the third quarter, as is usual in the summer holiday period. However, the index was higher in the third quarter than in the third quarter of The figures of the National Bank of Belgium (Figure 11) show that the total amount of mortgages granted to households has continuously decreased between May and August; this coincided with a rise of the interest rates for mortgages between January and July. We also record that, despite the decrease of the fixed interest rates reaching a bottom level of 3.72% in November, the number of mortgages granted to households, the main buyers of property, keeps decreasing at the beginning of the fourth quarter, while in 2010 the biggest volume of granted mortgages during the year was recorded in that period. Figure 10: Real estate activity index in Belgium Index Q Q Q Q Q Q Source: Federation of Notaries Q Q Q Q Q Q Q Q Q Despite the growth of the investment volumes in residential property in comparison with 2010, the total number of transactions slightly drops. The real estate agents state that demand remains strong, but that the households time to reflect on the sale is extended, given the current climate of doubt. Moreover, the economic situation results in an increasing number of candidate buyers not being granted a mortgage. In addition, and this since over a year, certain buyers were encouraged to advance their purchases, before the interest rates would rise; we have thus been confronted with a concentration of the purchases over a short period in stead of a more proportional breakdown. These factors explain the decreasing number of purchases in The average price of ordinary houses on the Belgian territory increases by 4.0% in 2011; this type of property also records a rise of the number of transactions by 2.2%. The highest average price of ordinary houses over the three Region is to be found in the Brussels-Capital Region, at

54 The average price of luxury homes has again progressed in the three Regions, to reach e in The number of transactions has only slightly progressed by 0.5%. The Brussels-Capital Region records the top average price for a luxury home, namely e , of a rise of 17.5% in comparison with 2010! The average price level of apartments grows in the three Regions. In the Brussels- Capital Region the highest average price has been listed: e The number of transactions in this type of property has decreased by 1.8% in Finally, the average building land prices decrease by 0.3%. The number of transactions declines by 4.9% in comparison with the previous year. The most expensive building land is found in the Brussels-Capital Region at e 427/m² on average. Figure 11: Evolution of the interest rates for new property contracts and of amounts granted to households 7.00 % 6.00 % 5.00 % 4.00 % 3.00 % 2.00 % 1.00 % 0.00 % em January 2008 March 2008 May 2008 July 2008 September 2008 November 2008 January 2009 March 2009 May 2009 July 2009 September 2009 November 2009 January 2010 March 2010 May 2010 July 2010 September 2010 November 2010 January 2011 March 2011 May 2011 July 2011 September 2011 November 2011 Mortgages to households Variable interest rates of < 1 year Interest rates from 5 to 10 years Interest rates of 1 to 5 years Fixed interest rates of > 10 years Source: NBB

55 annual financial report 2011 property report 55 2 Surveyor s report for the 2011 financial year Ladies and gentlemen, Re: Valuation on 31 December 2011 In compliance with legal and statutory provisions, we are proud to provide you with our opinion on the Investment Value of the portfolio belonging to the Sicafi HOME INVEST BELGIUM as of 31 December We have carried out our valuations using the NPV-method of the rental income and in compliance with International Valuation Standards (IVS) and RICS ( Royal Institution of Chartered Surveyors ). As is customary, our mission is executed on the basis of information provided by HOME INVEST BELGIUM regarding the rental status, charges and taxes to be paid by the lessor, the works to be done, together with any other factors influencing property values. We presume this information to be exact and complete. As stated explicitly in our valuation reports, these do not include any structural or technical examination of properties or any analysis of the possible presence of harmful materials. These factors are well known by HOME INVEST BELGIUM which manages its portfolio in a professional manner, and is well aware of possible risk factors, and therefore proceeds with the necessary technical and legal due diligence before acquiring any property. The investment value is defined as the value most likely to be reasonably obtained under normal selling conditions between consenting and well-informed parties, before deduction of transfer costs. The fair value can be obtained as follows: - for residential or mixed-purpose properties which are by nature and conception appropriate for resale by separate units: by deducting from the investment value the transfer rights (amounting to 10% in Flanders and 12.5% in the Brussels-Capital Region and Wallonia); - for the other properties contained in the portfolio: by deducting from the investment value a rate of 2.5% when this value exceeds , or the total transfer fees, set at the above-mentioned rates of 10% and 12.5%, if the investment value is below An analysis of sales realised on the Belgian market in the period shows an average rate of 2.5% for transfer rights for properties sold en bloc with an investment value exceeding This 2.5% rate will be reviewed periodically and adjusted insofar as the gap shown for the institutional market exceeds +/- 0.5%. In our analysis of Home Invest Belgium s portfolio, we have arrived at the following findings: 1 The Portfolio consists of 86.31% residential buildings, of which 2.54% nursing homes, 11.60% commercial spaces and 2.08% office spaces 2. 2 The occupancy rate of the property portfolio per 31 December 2011 amounts to 94.71% 3. 3 The average level of collected or guaranteed rents is 11.64% higher than the currently estimated value for the property. On the basis of the remarks made in the previous paragraphs, we confirm that the investment value of Home Invest Belgium s property portfolio on 31 December 2011 amounts to e (two hundred and seventy-two million, two hundred and fortyseven thousand five hundred and sixty-seven euro). The likely realisable value of Home Invest Belgium s property portfolio on 31 December 2011 corresponding to its fair value in the sense of IAS/IFRS is set at e (two hundred and forty-five million, nine hundred and seventy-five thousand, nine hundred and seventy-eight euro). Yours faithfully, Brussels, 2 February 2012 WINSSINGER & ASSOCIES SA Fabian DAUBECHIES * MRICS Benoît FORGEUR * Director Managing director 2 These calculations are based on parameters which differ from those used by Home Invest Belgium and are thus based on the investment value of the property portfolio and include the buildings that are for sale. 3 The occupancy rate is calculated as of 31 December 2011 and differs from that published by Home Invest Belgium, which represents the average occupancy rate during the whole financial year, excluding the buildings held for sale.

56 3 The consolidated property portfolio of Home Invest Belgium West Flanders ANTWERP LIMBOURG FLEMISH REGION EAST Flanders FLEMISH BRABANT HAINAUT WALLOON BRABANT WALLOON REGION LIEGE NAMUR Flemish Region Nieuwpoort Grote Markt Wiezelo City Gardens Haverwerf Gent Zuid LUXEMBOURG Walloon Region Clos Saint-Géry Place du Jeu de Balle Quai de Compiègne Galerie de l Ange Galerie de l Ange Florida Léopold Mont Saint Martin Quai de Rome Saint Hubert 4 Saint Hubert 51 Colombus St.-Roch Apartments Furnished apartments Houses Nursing homes Commercial spaces Offices

57 annual financial report 2011 property report 57 ANDERLECHT BERCHEM ST.AGATE JETTE GANSHOREN KOEKELBERG MOLENBEEK-ST.JEAN FOREST SCHAERBEEK EVERE ST-JOsse-TEN-NOODE brussels ST.-GILLES IXELLES AUDERGHEM WOLUWE-ST.LAMBERT ETTERBEEK WOLUWE-ST.PIERRE Uccle WATERMAeL-BOITSFORT Brussels Capital Region Belliard Clos de la Pépinière Lebeau Résidences du Quartier Européen Birch House Erainn Yser Giotto Alliés - Van Haelen Belgrade La Toscane Les Jardins de la Cambre Charles Woeste Charles Woeste De Wand Houba de Strooper Baeck Lemaire La Toque d Argent Sippelberg Albanie Bosquet - Jourdan Jourdan - Monnaies Jourdan 85 Parvis St Gilles Lambermont Sleeckx Soquet Alsemberg Melkriek Ryckmans Winston Churchill Georges Henri Les Erables Les Mélèzes Voisin Apartments Furnished apartments Houses Nursing homes Commercial spaces Offices

58 3.1 Portfolio development Yields by segment In e Fair value Investment value of the portfolio Current gross rent + rental guarantees on unoccupied premises (annual) ERV (estimated rental value) Occupancy rate 31/12/ % 6.18% 31/12/ % 6.15% 31/12/ % 6.29% 31/12/ % 6.07% 31/12/ % 6.08% 31/12/ % 6.22% 31/12/ % 6.48% 31/05/2004 N/A % 7.46% 31/05/2003 N/A % 7.84% 31/05/2002 N/A % 8.12% 31/05/2001 N/A % 8.13% 31/05/2000 N/A % 8.10% 01/06/1999 N/A % 7.86% Gross yield On 31 December 2011, the fair value of the consolidated portfolio (investment properties and assets held for sale) amounted to 246 million, while the investment value reached million. The average occupancy rate for the entire year amounted to 95.38%, compared to 94.61% in 2010, reflecting the efficiency of the commercial policy of the Sicafi in a still difficult market. It is worth noting that the three segments of Home Invest Belgium s portfolio are characterised by the following gross yields according to the investment value: properties with the potential of being parcelled out and sold as individual units achieve a gross yield of 5.97% (5.97% in 2010 and 5.92% in 2009); properties with the potential of being sold en bloc and having an investment value exceeding 2.5 million, account for a gross yield of 7.51% (7.22% in 2010 and 7.23% in 2009); properties with the potential of being sold en bloc and having an investment value below 2.5 million, achieve a gross yield of 7.95% (8.11% in 2010 and 7.12% in 2009).

59 annual financial report 2011 property report Situation of the property portfolio on 31 December Situation of the property Year 2 Units Surface Gross passing ERV 4 Effective portfolio on 31 December rent 3 rent 5 Occupancy rate 6 Name District Number m² e e e % Brussels Capital Region % Belliard Brussels % Clos de la Pépinière Brussels % Lebeau Brussels % Résidences du Quartier Européen Brussels % Birch House Etterbeek % Erainn Etterbeek % Yser Etterbeek % Giotto Evere % Alliés - Van Haelen Forest % Belgrade Forest % La Toscane Ixelles % Les Jardins de la Cambre Ixelles % Charles Woeste (appartements) Jette % Charles Woeste (commerces) Jette % De Wand Laeken % Houba de Strooper Laeken % Baeck Molenbeek-Saint-Jean % Lemaire Molenbeek-Saint-Jean % La Toque d Argent Molenbeek-Saint-Jean % Sippelberg Molenbeek-Saint-Jean % Albanie Saint-Gilles % Bosquet - Jourdan Saint-Gilles % Jourdan - Monnaies Saint-Gilles % Jourdan 85 Saint-Gilles % Parvis St Gilles Saint-Gilles % Lambermont Schaerbeek % Sleeckx Schaerbeek % Soquet Schaerbeek % Alsemberg Uccle % Melkriek Uccle % Ryckmans Uccle % Winston Churchill Uccle % Georges Henri Woluwe-Saint-Lambert % Les Erables Woluwe-Saint-Lambert % Les Mélèzes Woluwe-Saint-Lambert % Voisin Woluwe-Saint-Pierre % Flemish Region % Nieuwpoort (commerces) Nieuwpoort % Grote Markt Sint-Niklaas % Wiezelo s Gravenwezel % City Gardens Leuven % Haverwerf Mechelen % Gent Zuid Ghent % Walloon Region % Clos Saint-Géry Ghlin % Place du Jeu de Balle Lasne % Quai de Compiègne Huy % Galerie de l Ange (appartements) Namur % Galerie de l Ange (commerces) Namur % Florida Waterloo % Léopold Liège % Mont Saint Martin Liège % Quai de Rome Liège % Saint Hubert 4 Liège % Saint Hubert 51 Liège % Colombus Jambes % St.-Roch Houyet % Total % 1 Not included the buildings being sold and the development projects. 2 Year of construction or latest important renovation. 3 Annual gross rents applicable on 31/12/2011, including rental guarantees and the estimated rental value for unoccupied space. 4 Value estimated by the independent real estate surveyor. 5 Current gross rents on 31/12/2011, on an annual basis. 6 Average for the financial year 2011, including rental guarantees. 4 The terms used in this table and in the files hereafter are defined in the lexicon at the end of this annual financial report. 5 Because of confidentiality reasons the Sicafi does not publish the individual values per building, as this could damage the interests of the shareholders.

60 3.3 Analysis of the breakdown of the property portfolio Breakdown according to asset class On 31 December 2011, the property portfolio of Home Invest Belgium consisted of 80.9% of residential property located in Belgium, a percentage largely superior to the required 60% by the tax legislation to be considered as a residential Sicafi and to benefit from the withholding tax exemption on dividends. This percentage includes nearly 78.5% of apartments and single-family homes, the main investment target group of the Sicafi. Breakdown by age of property Home Invest Belgium mainly invests in recent (ten years or less) or recently renovated buildings, which represent a total of 59% of the portfolio in comparison with 57.2% the previous year. This choice allows reducing the maintenance and renovation costs during the detention of the property in portfolio, which maximizes the capital gain potential in the long term. Furnished apartments 10.4% Commercial spaces 11.8% Houses 4.8% Nursing homes 2.4% Offices 7.3% Apartments 63.3% 6-10 year 24.5% year 31.9% > 20 year 9.0% <= 5 year 34.5% Geographical breakdown At the same date, the portfolio was located for 69.4% in the Brussels- Capital Region, which reflects the investment strategy of the Sicafi, primarily focused on this region. We need to point out that the renovation of the last two phases of the City Gardens complex in Louvain has allowed to significantly reinforcing the presence of the Sicafi in the Flemish Region to 15.4% whereas the part of the Walloon region in the portfolio slightly decreases to 15.1%. Breakdown of the property No building nor property complex reaches the maximum 20% ceiling as single part of the portfolio, whereas The Lambermont complex is, since mid 2009, the main part of the property portfolio of Home Invest Belgium, with nearly 11% of the portfolio, followed by the City Gardens complex in Louvain with a stake of slightly more than 7%. The eight main sites only represent 39% of the total portfolio. Lambermont 11.09% City Gardens 7.49% Giotto 6.76% Galerie de l Ange 4.93% Charles Woeste 4.74% Les Mélèzes 3.96% Résidences du Quartier européen 3.63% Birch House 3.35% Flemish Region 15.4% Walloon Region 15.1% Brussels Capital Region 69.4% Others 61.04%

61 annual financial report 2011 property report The top properties in the portfolio The properties below are those having a fair value exceeding 5 million on 31 December 2011, including the development projects. Lambermont Boulevard Lambermont and avenue A. Desenfans in 1030 Brussels (Schaerbeek) This complex consists of four buildings and is located at the boulevard Lambermont next to the Kinetix sport centre; it comprises a total of 127 apartments, two public libraries French and Dutch), a day nursery and 109 underground parking spaces. City Gardens Riddersstraat , Petermannenstraat 2A and 2B and Fonteinstraat in 3000 Leuven The property complex comprises two wings around an indoor garden; it is located in the immediate surroundings of the city centre of Leuven. The building consists of bedroom apartments, 30 2-bedroom apartments, 2 commercial spaces and 92 underground parking spaces.

62 Jourdan 85 Rue Jourdan 85 in 1060 Brussels (Saint-Gilles) The building has a very central location, nearby the avenue Louise and the square Stéphanie. It consists of 23 apartments, 1 office space and 24 underground parking spaces. Giotto Avenue du Frioul, 2-10 in 1140 Brussels (Evere) The property is located at the corner of the avenue du Frioul and the rue de Genève, in a quiet area, looking out in the rear on a new public park. It comprises 85 apartments and 85 underground parking spaces.

63 annual financial report 2011 property report 63 Galerie de l Ange Rue de l Ange and rue de la Monnaie 4-14, in 5000 Namur The complex is ideally located and has a commercial and residential function in the city centre, nearby the Place d Armes. It consists of a retail ground floor, subdivided into 10 shops, and 50 apartments and studios and 2 office spaces on the floors. Les Mélèzes Avenue de Calabre 34, 36, 38, in 1200 Brussels (Woluwe Saint Lambert) The property complex is located in a small quiet street parallel to the avenue Marcel Thiry and comprises 40 apartments; 37 apartments and 38 parking spaces are owned by Home Invest Belgium.

64 Les Résidences du Quartier européen Rue Joseph II, 82 84, rue Philippe Le Bon, 6-10 and rue Stévin, 19-23, in 1000 Brussels The property complex is located in the heart of the Leopold District, in the immediate proximity of the European Union s main buildings. It consists of three buildings comprising a total of 48 apartments, of which 45 are furnished, 2 small office spaces and 50 underground parking spaces. Cours Saint Michel Rue de la Grande Haie 96, in 1040 Brussels (Etterbeek) The property is situated in the Rue de la Grande Haie, in the so-called Cours Saint-Michel, nearby the avenue de Tervueren. It consists of 32 2-bedroom apartments and 32 underground parking spaces.

65 annual financial report 2011 property report 65 Clos de la Pépinière Rue de la Pépinière 6 to 14 and Rue Thérésienne 5 to 9, in 1000 Brussels Les Jardins de la Cambre Rue des Echevins 75 and avenue de l Hippodrome 96, in 1050 Brussels (Ixelles) The property complex is located behind the Royal Palace, between the rue de Bréderode and the rue de Namur, close to the Porte de Namur. It comprises 18 luxury apartments, 7 office spaces on the ground floor and 31 underground parking spaces. The complex is situated in a much sought after area, close to the Etangs d Ixelles (the Ixelles Ponds), the Abbaye de la Cambre and the Place Flagey (Flagey Square). It consists of 2 apartment buildings, connected by a green area. It comprises 24 apartments, 4 office units and 31 underground parking spaces.

66 Haverwerf Haverwerf 1-10 in 2800 Mechelen This commercial complex is located nearby the city centre, on the former Lamot brewery site, alongside the Dijle river. It consists of 4 commercial spaces. Charles Woeste I (residential) Avenue Charles Woeste , in 1090 Brussels (Jette) The property is situated close to the Place Werrie (Werrie Square), in a mixed, though mainly residential area. It is part of a mixed residentialshopping complex and consists of 92 apartments or studios, 10 boxes and 20 parking spaces.

67 annual financial report 2011 property report 67 Alliés Van Haelen Rue des Alliés, and boulevard van Haelen, in 1190 Brussels (Forest) Colombus Rue de l Orjo, in 5000 Namur (Jambes) The complex is situated in a high-end residential district, nearby the Parc Duden and the Gare du Midi. It comprises 34 apartments, 1 office space and 34 boxes or underground parking spaces. The complex is situated in a small quiet street in the green periphery of Jambes. It is composed of 33 1-bedroom apartments, 18 2-bedroom apartments and 51 outdoor parking spaces.

68 Jourdan Monnaies Rue Hôtel des Monnaies 24 to 34 and rue Jourdan 115 to 121 and 125, in 1060 Brussels (Saint-Gilles) The property is situated between the rue Jourdan and the rue Hôtel des Monnaies, close to the narrow section of the Avenue Louise leading into the Avenue de la Toison d Or. It comprises 26 apartments and 15 underground parking spaces. Grote Markt Grote Markt 31-32, in 9100 Sint-Niklaas The property is situated in the Grote Markt of Sint-Niklaas. It consists of a ground floor shopping and office area, 16 upper-floor apartments and 37 outdoor parking spaces.

69 annual financial report 2011 property report 69 Belliard Industrie (property development) Rue Belliard 21 and rue de l Industrie in 1000 Brussels Project under construction, at the angle of the rue Belliard and the rue de l Industrie in 1000 Brussels, in the heart of the European district. The project comprises a hotel residence (rue de l Industrie) with 109 rooms and 6 apartments (rue Belliard 21). Odon Warland Bulins (property development) At the corner of the avenue Odon Warland and the rue Bulins in 1090 Brussels (Jette) Project under construction in a residential district in the heart of Jette. It consists of 34 apartments, 1 commercial space and 34 underground parking spaces.

70 corporate governance statement < Clos de la Pépinière Brussels

71 annual financial report 2011 corporate governance statement 71 Fully transparent communication This corporate governance statement is based on the provisions of the Belgian Corporate Governance Code 2009 ( Code 2009 ) and on those of the Law of 6 April 2010 on the amendments to the Company Code. 1 Reference code Home Invest Belgium adheres to the principles of the Belgian Corporate Governance Code, edition 2009, without losing out of sight the specific nature of the company. It is Home Invest Belgium s opinion to follow all provisions of the aforementioned Code, except with regard to the following points: certain directors have been elected for a term of more than four years, in order to ensure an appropriate spread of the mandates over the years (derogation to disposition 4.6); the evaluation of the individual contribution of each director and member of the specialized committees ( assessment ) takes place on an ongoing basis (and not periodically), taking into account the frequency of the meetings of the Board of directors, and also when renewing mandates (derogation to disposition 4.11); the Audit committee, composed of four directors, does not consist of a majority of independent directors, but of two of them. This composition derogates from the Belgian Corporate Governance Code, but is in conformity with the provision of article 526 bis of the Company Code (derogation to point 5.2./4 of annex B); the provisions with regard to remuneration of Executive management could derogate from the recommendations of the Belgian Corporate Governance Code (see below sub point 5: Remuneration report (derogation to point 7.18). The Royal Decree of 6 June 2010 has indicated the Belgian Corporate Governance Code, edition 2009, as the sole applicable code. The Code is available on the website The Corporate Governance Charter is established by the Board of directors of Home Invest Belgium and aims at providing complete information on the governance rules applicable to the company. The integral version of the charter can be consulted on the website 2 Internal control and risk management The present paragraph aims at providing a description of the main characteristics of the internal control systems and risk management of the company within the framework of the publication of financial information. 2.1 Risk management and internal control The Board of directors of Home Invest Belgium and the different specialized Committees are responsible for the evaluation of the risks inherent to the company and for the follow-up of the efficiency of internal control. In its turn, Home Invest Belgium s Executive management is responsible for organizing a risk management system and an efficient internal control environment (see hereafter sub 2.2, 2.3 and 2.4). 2.2 Internal control environment The principal elements of the internal control environment consist of: a clear definition of the role of the respective management bodies: Board of directors, specialized Committees, Executive management (see point 3. below); an ongoing verification by each management body, within the scope of its respective role, of the conformity of each decision and/or action with company strategy; risk culture: Home Invest Belgium has a due diligence attitude in order to strive for a stable and recurrent income; the strict application of integrity and ethical standards (see also points 9 and 10 hereafter). 2.3 Risk analysis There is a half-yearly identification and evaluation of the principal risks by the Board of directors, published in the annual and halfyearly financial reports. The risks are also closely followed-up outside the periodical closings at which occasions the Board of directors identifies and evaluates the risks, during its periodical meetings and when evaluating the periodical financial information. This risk analysis results in actions that should limit the exposure to possible identified weaknesses. Fore more details on the risks, see Chapter I. Risk factors of this annual financial report. 2.4 Control activities In accordance with the Law of 20 July 2004 on certain forms of collective management of investment portfolios, each acquisition or sale of property can be reconstructed as to its origin, parties involved, type, time and place, based on the agreements between parties or the deeds, and is part of, prior to the conclusion of the agreement, a control as to its conformity with the articles of association of the Sicafi and the legal and regulatory provisions in force. All investment decisions are taken by the Board of directors. Power of representation: in all cases of an act of disposal with regard to property (as defined in article 2, 20 of the Royal Decree of 7 December 2010 on Sicafi), the company is represented by two directors acting jointly, except with regard to operations on a building of which the value is inferior to the smallest amount between 1% of the company s consolidated assets and 2.5 million, in which case the company will be legally represented by one director only. In case of exceeding these thresholds, a special power of attorney can be granted to one director providing that the conditions of article 12 of the articles of association of the Sicafi be respected.

72 Derogations to the outlook in comparison with the effective realizations, are regularly reviewed by Executive management based on Key Performance Indicators and quarterly by the Audit committee and the Board of directors. Moreover, the Sicafi has developed specific control measures in order to deal with its principal financial risks (see Chapter I Risk factors). 2.5 Information and communication The management information system of the Sicafi allows to obtaining reliable and complete information in a timely manner. Communication is adapted to the size of the company. In essence it is based on daily internal communication between management and staff, meetings and exchanges. Saving of IT records is ensured by a continuous back-up system on hard disk and daily on tape. 3 Board of Directors and special Committees 3.1 Board of Directors Composition The Board of directors of Home Invest Belgium currently consists of nine directors. As the mandate of Gaëtan Hannecart will end after the Ordinary general meeting of 2 May 2012, after this date, the Board of directors will be composed of eight directors, of which seven non-executive and one executive, i.e. the managing director. Of the seven non-executive directors, four are independent according to the meaning of article 526 ter of the Company Code. The Board of director s composition must ensure that decisions are taken in the company s interest. Preference is given to persons possessing an in-depth knowledge of real estate, in particular of residential property, and/or having experience in the financial management of a listed company, in particular, a Sicafi. It is therefore important for the members of the Board of directors to have complementary knowledge and experience. Commitments have been made to the Sicafi s two largest shareholders, the VOP group and AXA Belgium, with respect to their representation on the Board of directors (two mandates for VOP, one mandate for AXA Belgium). Currently, the directors covered by these commitments are Messrs. Liévin and Johan Van Overstraeten for VOP group and Mr. Guy Van Wymersch-Moons for AXA Belgium.

73 annual financial report 2011 corporate governance statement 73 < Jourdan 85 - Saint-Gilles (1060 Brussels)

74 Composition of the Board of Directors of Home Invest Belgium Guy Van Wymersch-Moons Chairman and Director, Chairman of the Appointment and remuneration committee, member of the Audit committee Xavier Mertens Managing director, Chief Executive Officer, Chairman of the Investment Committee Guillaume Botermans Independent director, Chairman of the Audit committee, member of the Investment and Appointment and remuneration committees Koen Dejonckheere Independent director Start of first mandate 6 May December May May 2011 Business address Other functions Attendance rate at Board meetings during the financial year Remuneration and benefits in the financial year Number of Home Invest Belgium shares held AXA Belgium SA, Boulevard du Souverain 25, 1170 Brussels General Manager of Real Estate of AXA Belgium SA Home Invest Belgium SA, Boulevard de la Woluwe 60, 1200 Brussels membre du Conseil de direction de l UPSI, membre du Comité exécutif de ULI Belgium Arm-Stones Partnership SPRL, Avenue Louise 505, 1050 Brussels Managing partner of Arm-Stones Partnership SPRL, Director of Pro Materia ASBL 100% 100% 100% 100% attendance fees of e (meetings of the Board of directors) and e 900 (meetings of the Committees) see below sub 6. Contractual provisions: see below sub 5. attendance fees of e (meetings of the Board of directors) and e meetings of the Committees) none 920 none none GIMV NV, Karel Oomsstraat 37, 2018 Antwerp CEO of GIMV NV attendance fees of e (meetings of the Board of directors) Expiry date of mandate Ordinary general meeting of 2015 Ordinary general meeting of 2015 Ordinary general meeting of 2016 Ordinary general meeting of 2015 Education/experience Degree in law (UCL), Notary degree (UCL), DES degree in environmental law (Facultés Universitaires Saint-Louis); he has held a variety of management positions within the AXA Belgium group Degree in law (KUL), Master in Business Administration (Lancaster); he has held a variety of management positions, in particular, at Banque Anhyp and at Fortis Real Estate Degree, with teaching qualification, in commercial, consular and financial sciences (Jury ICHEC and Saint-Louis Examination Board), degree in European Economics (ULB); he held various management positions within the Paribas group, in particular, in managing real estate certificates Civil engineer (Ghent) and MBA (IEFSI, France) Other mandates 1 Blauwe Toren SA, Brustar One SA, Cabesa SA, Cornaline House SA, Evers Freehold SA, Immo Instruction SA, Immo Jean Jacobs SA, Immobilière du Parc Hôtel SA, Immo Zellik SA, Instruction SA La Tourmaline SA, Leasinvest Real Estate SCA, Leg II Meer 15 SA, Leg II Meer SA, Leg II Meer SA, Lex 65 SA, Marina Building SA, Messancy Réalisation SA, MUCC SA, Parc Louise SA, QB19 SA, Immo RAC Hasselt SA, Royaner SA, Royawyn SA, Sodimco SA, The Bridge Logistics SA, Transga SA, Trèves Freehold SA, Trèves Leasehold SA, Vepar SA, WaterLeau SA, Zaventem Properties SA, Zaventem Properties II SA*, Upar SA, Beran SA, Immo Jean Jacobs SA, WOM, UPSI SA, Leasinvest Immo LUX, Froissart Léopold SA, Parc Léopold SA, Maison de l Assurance SCRL, Wetinvest III SA, Parc de l Alliance SA. Home Invest Management SA, Belliard 21 SA, UPSI-BVS, ULI Belgium, Emix SPRL. Paribacert I*, Paribacert II*, Paribacert III*, Immorente*, Artesimmo*, Arm-Stones Partnership SPRL, Pro Materia ASBL, M2 SA. Gimv NV, Adviesbeheer Gimv Clean Tech 2007 NV, Adviesbeheer Gimv Buyouts & Growth 2004 NV, Adviesbeheer Gimv Buyouts & Growth 2007 NV, Adviesbeheer Gimv Buyouts & Growth Belgium 2010 NV, Adviesbeheer Gimv Buyouts & Growth 2010 NV, Adviesbeheer Gimv Buyouts & Growth NV, Adviesbeheer Gimv Technology NV, Adviesbeheer Gimv Technology 2004 NV, Adviesbeheer Gimv Technology 2007 NV, Adviesbeheer Gimv Life Sciences NV, Adviesbeheer Gimv Life Sciences 2004 NV, Adviesbeheer Gimv Life Sciences 2007 NV, Gimfin NV, Inframan NV, Vlaamse Investeringsmaatschappij NV, Biotech Fonds Vlaanderen NV, DG Infra + NV, Belgian Venture Capital and Private Equity Association VZW, Gimv-XL NV, Gimv-XL Partners Comm.VA, Adviesbeheer Gimv-XL NV, Adviesbeheer Gimv Venture Capital 2010 NV, Adviesbeheer Gimv Group 2010 NV, Gimv-Agri Investment Fund NV,Adviesbeheer Gimv Deal Services 2004 NV, Adviesbeheer Gimv Deal Services 2007 NV, Adviesbeheer Gimv Fund Deals 2007 NV, Adviesbeheer Gimv Deal Services NV, KBC Securities NV and affiliates*, CapMan PLC ( Finland ), Eagle Venture Partners Guernsey, Gimv Arkiv Tech Fund II NV, Gimv Arkiv Technology Fund, Gimv Nederland BV, Gimv Nederland Holding BV, H.Hartziekenhuis Roeselare- Menen VZW, Noorderman NV, Invest At Value NV. 1 This relates to mandates executed by the directors in other companies in the course of the last 5 years. Expired mandates are indicated by an asterisk.

75 annual financial report 2011 corporate governance statement 75 Luc Delfosse Gaëtan Hannecart Eric Spiessens Johan Van Overstraeten Liévin Van Overstraeten Independent director, member of the Appointment and remuneration committee Director (till the ordinary general meeting of 2 May 2012) Independent director, member of the Audit committee Director, member of the Investment committee Director, member of the Audit committee 19 September June May August May 2008 Delficom, Kapucijnendreef 62, 3090 Overijse Member of the Board of directors of Wilma Project Development Matexi Group NV, Franklin Rooseveltlaan 180, 8790 Waregem Managing director of Matexi Group NV ARCO Group, avenue Urbain Britsiers 5, 1030 Brussels Member of the Executive committee of ARCO Group VOP SA, avenue du Sippelberg 3, 1080 Brussels Director of VOP SA group VOP SA, avenue du Sippelberg 3, 1080 Brussels Managing director of VOP SA 80% 80% 83% 100% 100% attendance fees of e (meetings of the Board of directors) and e 300 (meetings of the Committees) attendance fees of e (meetings of the Board of directors) attendance fees of e (meetings of the Board of directors) and e 300 (meetings of the Committees) attendance fees of e (meetings of the Board of directors) and e meetings of the Committees) none none none attendance fees of e (meetings of the Board of directors) and e 900 (meetings of the Committees) Ordinary general meeting of 2014 Ordinary general meeting of 2012 Ordinary general meeting of 2015 Ordinary general meeting of 2015 The appointment of Mr Johan van Overstraeten as a director representing VOP group has been approved by the Ordinary general meeting of 3 May 2011 Degree in Economics and Finance (ICHEC); having held a variety of management positions, at the Codic, CDP, IVG and Wilma groups Degree in electronic engineering (KUL), Master in Business Administration (Harvard); having held a variety of management positions in the Matexi group Degree in Sociology (KU Leuven), teaching qualification for high school, Engineer in Social Sciences (KU Leuven); having held different functions with responsibility, namely at ARCO group and GIMV Jan Van Ruisbroeck college Laeken (1973) with a/o a broad experience in managing companies, more specifically in property development Ordinary general meeting of 2014 Degree in law (KUL 1982) and a PUB degree in management (Vlerick 1983), with a/o a broad experience in leading and managing companies, in particular, real estate companies, sports centres and in the wood-processing industry, in Belgium and in Romania IVG Real Estate Belgium SA*, Property Security Belgium SA*, Batipromo SA*, Asticus Europe GIE*, Opus II SARL Lxbg*, Stodiek Beteiligung I Lxbg, Stodiek Beteiligung II Lxbg, Wertkonzept Holland IV Berlin*, Wertkonzept Holland V Berlin*, Organisation Immobilière SA*, ASBL Jazz Station, ASBL FCM Brussels Strombeek*, Régie Communale Autonome de Saint-Josse-ten-Noode, Centre Mommens SA*, BECI*, Promenades Vertes SA*, SA Simazone, NV Crommelynck, Galerie des Carmes SA. Matexi Group NV, Matexi NV, Tradiplan NV, Sibomat NV, Entro NV, Wilma Project Development NV, Ankor Invest NV, Brufin NV, Nimmobo NV, Depatri NV*, Campagne du Petit Baulers SA*, Hooglatem NV, Matexi Luxembourg SA, Nieuw Bilzen NV, Wiprover NV, BI Invest NV, Het Schepenhof NV*, Kempense Bouwwerken NV, La Cointe SA, Renoplan NV, SDM NV, QuaeroQ CVBA, UPSI- BVS VZW, NFTE Belgium VZW, Cofinimmo SA, Schoonbeek NV*, Itinera Institute, Real Dolmen NV, Matexi Projects NV, Duro Home Holding SA, De Burkel NV, Familo NV, Rode Moer NV, Vauban NV. Gimv NV, Auxipar NV, VEH CVBA, Publigas CVBA, Aspiravi NV, DG Infra+ NV, EPC CVBA, Sint-Jozefskredietmaatschappij NV, Livingstones CVBA. VOP SA, Immovo SA, Sippelberg SA, Rolem Belgium SA, Cocky SA, Stavos Luxembourg SA (G.D. du Luxemburg), Stichting Administratiekantoor Stavos NV (Nederland). VOP SA, Immovo SA, Sippelberg SA, Rolem Belgium SA, Cocky SA, Stichting Administratiekantoor Stavos, Stavos Luxembourg SA, Robelproduct SRL* (Roumanie), Robeldoors SRL* (Roumanie), Belconstruct SRL* (Roumanie), Immorobel SRL* (Roumanie), C&C SRL* (Roumanie).

76 3.1.2 Competences and functioning The Board of directors of Home Invest Belgium determines the company s strategy and takes final decisions as regards investments and divestments. It prepares the half-year and annual accounts of Home Invest Belgium, as well as the Annual financial report, which is drawn up with a view to the General meeting of shareholders, the half-year financial report, as well as the interim statements. It approves merger reports, decides on the use of authorised capital and convenes Ordinary and Extraordinary general meetings of the shareholders. It ensures the precision, accuracy and transparency of the communications addressed to the shareholders, financial analysts and to the public. It delegates day-to-day management to Executive management, which reports back to it on a regular basis on its management, and submits to it an annual budget, as well as a quarterly statement. The Board of directors meets at least seven times a year and whenever required by a specific or a one-time transaction. It met physically on ten occasions and once by teleconference during the 2011 financial year. The Board of director s deliberations shall only be valid if at least one-half of the Board s members are present or represented. If this condition is not satisfied, a new meeting can be convened, in which case its deliberations shall be valid on the points contained on the agenda of the previous meeting, provided that at least two directors are present or represented. There are no specific statutory rules governing the taking of decisions by the Board of directors. A clear distinction is made between the responsibilities of the Managing director and those of the Chairman of the Board of directors. The latter leads the Board of directors and ensures the drawing up of meeting agendas and the timely transmission of information needed by the directors. For his part, the Managing director is responsible for day-to-day management of the company. Both are in regular contact with respect to business developments. The Board of directors sees to it that the Managing director has sufficient power to assume his obligations and responsibilities Activity report of the Board of directors In the financial year under review, the Board of directors, duly performed all of its duties on a regular basis, as indicated above in item Namely: with respect to investment and divestment, it took decisions on all of the investment and divestment files that the Sicafi examined; it carefully and closely examined the company s funding and interest-rate hedging policy, as described in chapter 1 (Risk factors); on 2 September 2011, it devoted an entire day to an in-depth analysis of the company s strategy. 3.2 Special committees General principle The responsibilities and functioning of these Committees are explained in detail in the Corporate Governance Charter, which can be downloaded on the Sicafi s website ( Investment committee The investment committee, chaired by Mr Xavier Mertens, is comprised of the following people: - Xavier Mertens, managing director - Guillaume Botermans, independent director - Sophie Lambrighs, representative of AXA Belgium group - Johan Van Overstraeten, director, representative of VOP group It is the body that selects, analyses and prepares investment files, although the final approval of these files is entrusted to the Board of directors. This Committee met on seven occasions during the past financial year. Activity report of the Investment committee As this committee is not foreseen by the Belgian Corporate Governance Code, the company has decided not to draw up an activity report for the Investment committee Audit committee Although Home Invest Belgium satisfies two of the three exclusion criteria reproduced in article 526 bis 3 of the Company Law 1 and is therefore not required to set up such a Committee, the Sicafi s Board of directors decided to set up an Audit Committee. It is chaired by Mr. Guillaume Botermans, Independent director, and is composed of the following people: - Guillaume Botermans, independent director - Guy Van Wymersch-Moons, director and Chairman of the Board - Liévin Van Overstraeten, director - Eric Spiessens, independent director It meets at least four times a year and whenever it deems this necessary in order to perform its duties. It is authorized to decide on the following matters: Financial reporting: follow-up of the integrity and accuracy of the figures and the relevancy of the accounting standards applied. Internal control and risk management: assessment of the internal control systems and risk management. Internal audit process: assessment of the use of creating an internal audit function. External audit process: recommendations with regard to the appointment or renewal of the mandate of the Auditor and his remuneration. 1 This is the average number of employees, which is below the threshold of 250 people and the annual net turnover, which is below the threshold of

77 annual financial report 2011 corporate governance statement 77 The complete internal rules and regulations of this Audit committee are contained in annex 2 of the Corporate Governance Charter available on the Sicafi s website Activity report of the Audit committee in 2011 In the course of the financial year 2011 the committee met four times. The Auditor of the Sicafi has been consulted each time by the Audit committee in the course of the financial year. Within the framework of his mission to ensure the accuracy of Home Invest Belgium s reporting on annual and half-yearly accounts, and the quality of internal and external control and of the information to shareholders and the market, the following items were discussed: quarterly reporting; follow-up of the recommendations of the Auditor; examination, in collaboration with management of the internal management procedures Appointment and remuneration committee This committee is chaired by Mr Guy Van Wymersch-Moons, Director and Chairman of the Board, and is composed of the following people: - Guy Van Wymersch-Moons, director and Chairman of the Board - Guillaume Botermans, independent director - Luc Delfosse, independent director. Home Invest Belgium wanted to combine the remuneration and appointment functions in a single Committee, thus benefiting from the latitude offered by the provisions of the Belgian Corporate Governance Code. Home Invest Belgium s Appointment and remuneration committee reports to the Board of directors on a regular basis on the performance of its duties. It meets at least twice a year and whenever it deems this necessary for the performance of its duties. The committee is mainly authorized with regard to: a. Its appointment section: It meets whenever amendments need to be made to the composition of the Board of directors or the Executive management (appointments, renewals, extensions). More specifically, this committee: periodically assesses the size and composition of the Board of directors and of the Executive management; identifies the competences required for the duty/ies to be performed; examines questions concerning director s positions or positions as members of the Executive management to be filled in or reappointed, and draws up the list of candidates to be approached or to be selected for these positions. b. Its remuneration section: It makes proposals to the Board of directors on the remuneration policy and the individual remuneration of the directors and members of the Executive management. It prepares the remuneration report, which will be included by the Board of directors in its Corporate Governance statement and comments on this report at the Annual general meeting of the shareholders. Within the scope of its responsibilities, the Appointment and remuneration committee has access to all of the resources it deems necessary, including to external advice. The complete internal rules of this Appointment and remuneration committee are shown in annex 4 of the Corporate Governance Charter, available on the Sicafi s website www. homeinvestbelgium.be. Activity report of the Appointment and remuneration committee In the course of the financial year 2011 the committee met once, mainly to discuss the following items: policy with regard to the composition of the Board of directors, appointment of new directors, duration of the mandates and renewal of some of them; assessment of the individual targets of the members of Executive management and definition of their variable remuneration for the financial year closed at 31 December 2010; definition of the individual targets of the members of Executive management for the financial year Overview of the composition of the Board of directors and the Committees: Board of directors Investment committee Audit committee Appointment and remuneration committee Guy Van Wymersch Moons Chairman - Member Chairman Xavier Mertens Managing director Chairman - - Guillaume Botermans Independent director Member Chairman Member Luc Delfosse Independent director - - Member Gaëtan Hannecart 1 Director Johan Van Overstraeten Director Member - - Liévin Van Overstraeten Director - Member - Eric Spiessens Independent director - Member - Koen Dejonckheere Independent director Sophie Lambrighs - Member - - Michel Pleeck Honorary Chairman 1 Till the Ordinary general meeting of 2 May 2012.

78 4 Executive management The Board of directors has not opted for the creation of an Executive committee in the sense of the Company Code. On 31 December 2011 the Executive management consists of Mr Xavier Mertens, CEO, Mr Jean-Luc Colson, CFO (as permanent representative of the sprlu Ylkatt) and Mr Filip Van Wijnendaele, COO, (as permanent representative of the sprlu FVW Consult). In accordance with article 38 of the Law of 20 July 2004 on certain forms of collective management of investment portfolios, the CEO, the COO and the CFO are charged with day-to-day management of the company and with jointly representing the company within the framework of this management. They report on their management to the Board of directors. 4.1 Composition Xavier Mertens Managing director - Chief Executive Officer Jean-Luc Colson (as permanent representative of sprlu YLKATT) Chief Finance Officer (permanent representative of sprlu YLKATT) Filip Van Wijnendaele (as permanent representative of sprlu FVW Consult) Chief Operating Officer (permanent representative of sprlu FVW Consult) Start of first mandate 17 December January June 2011 Business address Home Invest Belgium SA, Boulevard de la Woluwe 60, 1200 Brussels Education/experience see above sub point (Board of directors) Other functions see above sub point (Board of directors) Remuneration and benefits see above sub point (Board of directors) Number of Home Invest Belgium shares held see above sub point (Board of directors) Other mandates see above sub point (Board of directors) Home Invest Belgium SA, Boulevard de la Woluwe 60, 1200 Brussels Degree in accounting (HEMES SAINTE MARIE), having held a variety of financial positions, in particular, at AXA Belgium, ING Real Estate and Home Invest Belgium Director of Home Invest Management SA and Belliard 21 SA Home Invest Belgium SA, Boulevard de la Woluwe 60, 1200 Brussels Degree in commercial and consular sciences; held different functions with responsibility, a/o at Hugo Ceusters real estate and the Vennootschap van commerciële centra van België (SCCB) none see below sub 6 see below sub 6 none sprlu Ylkatt has no directors mandates. Its permanent representative, Jean-Luc Colson, is director (manager) of the following companies: Home Invest Management NV, Belliard 21 NV, Ylkatt ebvba none sprlu FVW Consult has no directors mandates. Its permanent representative, Filip Van Wijnendaele had a mandate as a member of the Executive Committee of NV Immobiliën Hugo Ceusters 4.2 Responsibilities and duties: a. real estate management the examination of any investment and divestment files and the holding of negotiations necessary to this purpose; the presentation of investment and divestment files to the Investment committee and to the Board of directors; the preparation of the acquisition or alienation of a title on a building, as well as the structuring of the transactions and the negotiation of the contractual documents; the leasing and renewal of contracts covering the leasing of buildings, including the determination of the rental value and other useful provisions in rental contracts; the implementation of the insurance policy, including the determination of the actual cover, the choice of insurer and the handling of claims; the handling and resolution of disputes concerning rent collection and other subjects directly linked to the management of buildings;

79 annual financial report 2011 corporate governance statement 79 the monitoring of the policy for the maintenance and renovation of buildings the follow-up and co-ordination of development projects for own account, including planning, awarding and carrying out of the work; the monitoring and co-ordination of arbitrage policy; the monitoring and co-ordination of the activities of the certified real estate surveyors; the management of the Sicafi s real estate documentation and IT. b. Financing financial transactions; management of short and long-term deposits and fixedterm advances; leading discussions with financial institutions as regards applications for credit facilities, long-term financing and hedges. c. Personnel the management of personnel; the appointment and dismissal of employees who are not part of Executive management, the determination of their remuneration and the conditions of their contract; the presentation of the employee budget and the organisational chart and its monitoring. d. Financial information the preparation of all financial and other information, as well as the reports required by law; the submission to the Board of directors of an objective and complete quarterly financial report; the exhaustive, timely, and accurate preparation of the Sicafi s financial results, in accordance with accounting standards; the setting up of internal controls covering the systems for the identification, assessment, management and monitoring of financial and other risks. e. external representation the supply of all of the information necessary for the shareholders, the competent authorities or the other market authorities; the main contact point and interview partner for these authorities; the representation of the Sicafi as part of its competences; the Managing director monitors and co-ordinates the Investor Relations and consults the Chairman of the Board of directors on all matters that could potentially affect the Sicafi s share price. The Executive Management reports to the Board of directors on its responsibilities and its assignments. It provides on a timely basis, all of the information necessary to the fulfilment of its obligations. f. assessment The members of the Executive management are assessed on an annual basis by the Appointment and remuneration committee, as part of the determination of their variable fees, based on the objectives and criteria determined at the beginning of the year (see points 6.4 and 6.5 below). The complete internal rules of this Executive management appear in annex 3 of the Corporate Governance Charter available on the Sicafi s website

80 5 Management team Executive management is assisted by a team of eight employees and four freelancers. Furthermore, Home Invest Belgium appeals to specialised real estate agents to rent out or sell its buildings as effectively as possible. These real estate agents are selected carefully, based on the location of the building, its positioning, and the type of clientele sought. Moreover, Home Invest Belgium draws on the services of building management companies to assist it in the technical management of its buildings and the breakdown of the shared charges. Special attention is paid to the reputation for professionalism and integrity of these various service providers, in accordance with the ethical values respected by the Sicafi in the framework of its corporate responsibility. 6 Remuneration report The remuneration report below has been approved by the Board of directors of 15 February It comprises the provisions of the Belgian Corporate Governance Code (edition 2009). 6.1 Internal procedure adopted in the course of the financial year 2011 The Appointment and remuneration committee has been formally established beginning of Questions relating to remuneration policy of non-executive directors and targets of Effective management and the definition of their remuneration have been treated by the Committee in the course of two meetings at the beginning of the financial year At the end of 2010 and at the beginning of 2011 the Committee had an important role in selecting a COO candidate to join the Executive management. In the course of the financial year 2011 the Committee met once at the beginning of the financial year, mainly to treat the evolution of the composition of the Board of directors, and the cooperation with Filip Van Wijnendaele (through the sprlu FVW Consult) as COO, as well as the variable remuneration of Xavier Mertens and Jean-Luc Colson (through the sprlu Ylkatt). 6.2 Remuneration policy of executive managers in the course of the financial year 2011 Basic principle: a basis remuneration in accordance with market standards, taking into account the importance of the function, the required knowledge, the interests of the company, augmented by a limited variable remuneration, depending on the results in comparison with the defined targets. Relative importance of the different remuneration items: The Board did want to limit these variable remunerations as follows: - for the Managing director: a maximum of 28% of his basis remuneration (see below sub 6.4); - for the sprlu YLKATT: a maximum of 16% of his basis remuneration (see below sub 6.5); - for the sprlu FVW Consult: a maximum of 16% of his basis remuneration (see below sub 6.5). There are no performance bonuses in shares, options or other rights to acquire shares. 6.3 Remuneration of the non-executive directors No non-executive director receives any fixed or variable remuneration of any type whatsoever. However, said non-executive directors can submit expense forms for expenses incurred while performing their duties. In 2011, only Michel Pleeck, Chairman of the Board till 3 May 2011, made use of this right, for a total amount of Since the beginning of the financial year 2010 the non-executive directors benefit from a system of attendance fees for the meetings of the Board of directors and the specialized committees, with, 500 per meeting of the Board and 300 per meeting of a specialized committee. Member of Executive management present to these meetings do not benefit from this system. 6.4 Remuneration of the Managing director, Xavier Mertens, who is also one of the Sicafi s effective directors (pursuant to an agreement concluded in May 2002, together with an amendment signed on 21 December 2005 and a second amendment, signed on 19 August 2009): - Financial year 2011 The remuneration of the Managing director on the financial year 2011 amounted to (fixed remuneration of , variable remuneration of granted in 2011 for the financial year 2010). - Financial year 2012 Taking into account the applicable contractual provisions, the indexed annual basis remuneration, monthly payable, will amount to for 2012, while the variable remuneration can go from 5% to 28% of the annual basis remuneration of the financial year concerned. The managing director is also eligible for a mobile phone and for reimbursement of his mobile communications expenses, and is reimbursed for up to per year, for the expenses incurred on behalf of the Sicafi (restaurants, travel, etc.). His variable remuneration is determined on the basis of the application of the five following assessment criteria: management of the occupancy rate of the buildings, acceleration of the process to sell buildings/land, implementation of the other strategic areas approved by the Board, Corporate Management in general, and the accentuation of external communications. Pension plan, supplementary insurance or other benefits: none Performance bonuses in the form of shares, options or other rights to acquire shares: none

81 annual financial report 2011 corporate governance statement 81 Contractual provisions concerning notice and severance pay: The agreement concluded with the Managing director provides, in the event of termination by the Sicafi, notice of at least six months, plus a termination compensation of at least 1 month per year of services, without exceeding a total of twelve months. It will be calculated based on both the fixed remuneration and the variable remuneration. These contractual provisions can possibly diverge 2 from the relevant recommendations, as contained in the Belgian Corporate Governance Code (2009 edition). However, the Board of directors believes that these provisions are balanced given the Managing director s level of remuneration and his acquired experience. 6.5 Remuneration of CFO, Mr Jean-Luc Colson (pursuant to an agreement, dated 21 January 2010 with the sprlu Ylkatt): The agreement provides for an indexed annual base remuneration, payable in monthly instalments, of and a variable remuneration that can vary between 5% and 16% of the basis annual remuneration for the year in question. He is also eligible for a mobile phone, reimbursement of mobile communications expenses, and is reimbursed for the expenses incurred on behalf of the Sicafi. - Financial year 2011 The remuneration of CFO, Mr Jean-Luc Colson, on the financial year 2011 amounted to (fixed remuneration of , variable remuneration of granted in 2011 for the financial year 2010). His variable remuneration is determined on the basis of the application of the five following assessment criteria, during the year in question: the acceleration of the process of transferral of buildings/land, the management of outstanding payments, administrative, human resources and IT management, reporting internally and to the Board, monitoring of operating margin, and the implementation of the other strategic areas approved by the Board. Pension plan, supplementary insurance or other benefits: none Performance bonuses in the form of shares, options or other rights to acquire shares: none Contractual provisions concerning notice and severance pay: The agreement concluded with sprlu YLKATT provides, if the Sicafi terminates the contract, notice of nine months, plus a three-month termination compensation. The notice period can be replaced by a compensation of an amount corresponding proportionally to the remainder of the notice period. The three-month termination compensation shall be increased by half a month per year of services, but cannot exceed a total of nine months. This compensation shall be calculated based on both the fixed remuneration and the variable remuneration. These contractual provisions can potentially diverge 3 from the relevant recommendations, as contained in the Belgian Corporate Governance Code. However, the Board of directors believes that these provisions are balanced, given the level of remuneration and the acquired experience. 6.6 Remuneration of COO, Mr Filip Van Wijnendaele (pursuant to an agreement, dated 5 March 2011 with the sprlu FVW Consult): The agreement provides for an indexed annual base remuneration, payable in monthly instalments, of and a variable remuneration that lies between 5% and 16% of the basis annual remuneration for the financial year in question, and payable for the first time during the first two weeks of April He is also eligible for a mobile phone, reimbursement of mobile communications expenses, and is reimbursed for the expenses incurred on behalf of the Sicafi. - Financial year 2011 The remuneration of COO, Mr Filip Van Wijnendaele, on the financial year 2011 amounted to (fixed remuneration of since 14 June 2011 and Sign on Bonus of ). His variable remuneration is determined on the basis of the application of the seven following assessment criteria, during the year in question: managing occupancy rate, control of operating margin, control of technical costs, the management of outstanding payments, realization of the sales policy, visiting the buildings of the portfolio, and management of his team and implementing the Board of director s strategy. Pension plan, supplementary insurance or other benefits: none Performance bonuses in the form of shares, options or other rights to acquire shares: none Contractual provisions concerning notice and severance pay: The agreement concluded with the sprlu FVW Consult provides, if the Sicafi terminates the contract, three months notice plus one month per service year, totalling a maximum of six months, and a compensation of four months, to augment by one month per year of service, totalling a maximum of six months. The notice can be replaced by a compensation for an amount proportional to the remaining duration of the notice. These contractual dispositions are in accordance with the Belgian Corporate Governance Code. 2 If all or part of the notice period is converted into a termination compensation, the maximum 12-month compensation recommended by the Belgian Corporate Governance Code (2009 edition) could be exceeded. 3 If all or part of the notice period is converted into a termination compensation, the maximum 12-month compensation recommended by the Belgian Corporate Governance Code (2009 edition) could be exceeded.

82 7 Statutory auditor The Statutory auditor of Home Invest Belgium is Mr Karel Nijs, company auditor, related to SCCRL PKF, a firm of corporate auditors, located at Potvlietlaan 6, 2600 Antwerp. The Statutory Auditor s fees in the course of 2011 amounted to a total of e , including VAT, broken down as follows: Statutory auditor s fees: e Fees for exceptional work or specific assignments performed at the company by the Statutory auditor: 1. Other auditory mandates: e Other non-audit work: e Fees for exceptional work or specific assignments carried out at the company by persons with whom the Statutory auditor is linked: 1. Tax advice: e 621,64 His mandate expires after the Ordinary general meeting of Real estate surveyors SA Winssinger & Associates 4 (registered at the Brussels RPM: ), having its registered office at Chaussée de La Hulpe 166, 1170 Brussels, Belgium (tel.: +32 (0) ), represented by Messrs Benoît Forgeur and Fabian Daubechies till the end of 2011, and by Mr Geoffroy Regout as from 2012, is the Sicafi s independent real estate surveyor. It values the property on a quarterly basis, and also in the cases of acquisition, contribution in kind, sale of property, or merger/demerger of real estate companies with the Sicafi, and when buildings are incorporated in the consolidation scope of the company in any other way. Annual fee: e 0.40 per m² (valuation up to m²), e 0.35 per m² (valuation between and m²), and e 0.30 per additional m². 9 Prevention of conflicts of interest 9.1 As regards the members of the Board of directors and the Executive management Laws governing the prevention of conflicts of interest that apply to Home Invest Belgium are contained in articles 523 and 524 of the Company Code, as well as in article 17, 18 and 19 of the Royal Decree of 7 December If Home Invest Belgium offers to conclude with a director or with a company linked to the latter a transaction that is not covered by article 523 of the Company Code (for example, because it is a customary transaction concluded under arms length conditions and guarantees), Home Invest Belgium nevertheless deems it necessary for this director to point this out to the other directors prior to the deliberation of the Board of directors and for him to refrain from attending the Board of director s deliberation on this transaction, and to take part in the vote. This rule is reproduced as such in the Corporate Governance charter to which all of the directors have adhered. In the course of the financial year 2011 one operation has resulted in a conflict of interest in the sense of article 523 of the Company Law and articles and 4.8 of the Corporate Governance charter; it relates to the partial demerger operation of the company V.O.P. mentioned in point 2 of the aforementioned consolidated Management report (new acquisitions). This potential conflict of interest is elaborated in point 8 of this Management report. Two directors of Home Invest Belgium, Gaëtan Hannecart and Guy Van Wymersch-Moons, are also directors of other Sicafi, Cofinimmo and Leasinvest Real Estate, respectively. However, given the fact that these two Sicafi invest almost exclusively in real estate market sectors in which Home Invest Belgium does not invest, the likelihood of conflicts of interest are limited. Executive management is subject to the same rules as regards conflicts of interest as the Board of directors. 9.2 With respect to service providers The company implements a rigorous policy to avoid conflicts of interest amongst its service providers. Accordingly, the principal service providers are asked to adhere to, and sign their consent for the Corporate Governance Charter, especially with respect to conflicts of interest and the prevention of insider trading (see point 10 below). As regards more specifically the real estate surveyor, the agreement concluded with the Sicafi provides that in the event of a conflict of interest, the initial valuation of the property will be entrusted to a different authorised real estate surveyor. 10 Prevention of insider trading Given Home Invest Belgium s reputation for integrity, the Board of directors has set up a Code of Conduct applicable to transactions involving the Sicafi s shares and other financial instruments by directors and employees of the Sicafi or its subsidiaries 5. This code provides a/o: the implementation of a schedule of periods during which trading on the Sicafi s shares is not authorised: for example, between the time directors become aware of the financial figures and the second working day following the date of their publication ( closed periods ); the appointment of a compliance officer who is responsible for preparing this schedule at the beginning of the financial year, and for monitoring adherence, by the Sicafi s directors and staff as part of their obligations under the Code of Conduct; 4 Country of origin: Belgium Laws governing its activities: Belgian legislation. 5 This Code of Conduct appears in annex 1 of the Corporate Governance Charter available on the website of the Sicafi.

83 annual financial report 2011 corporate governance statement 83 the obligation to notify the compliance officer in writing prior to any transaction involving the Sicafi s shares; the obligation to wait for a positive reply from the compliance officer prior to executing any transaction. The compliance officer is Mr Guy Van Wymersch-Moons, Chairman of the Board of directors. For possible transactions the compliance officer would envisage, Xavier Mertens has the role of Compliance Officer. 11 Shareholder structure The structure is elaborated in point 6 of the aforementioned chapter V Home Invest Belgium on the stock exchange. 12 Information in accordance with article 34 of the Royal Decree of 14 November 2007 on the obligations of issuers of financial instruments admitted to trading on a regulated market 6 Set forth below is the information explaining the elements likely to have an effect should a public takeover bid be made for the acquisition of the shares of Home Invest Belgium, in accordance with article 34 of the Royal Decree of 14 November 2007: 1 On 31 December 2011, the registered capital of Home Invest Belgium was represented by fully paid up ordinary shares 7 without designation of face value. 2 There are no restrictions imposed by law or set down in the articles of association on the transfer of securities. 3 There are no holders of securities with special control rights. 4 There is no share plan for the employees. 5 There is no restriction imposed by law or set down in the articles of association on the right to vote. 6 Home Invest Belgium is not aware of any agreements made between its shareholders that may result in restrictions on the transfer of securities or the exercise of voting rights 7 The rules applicable to the appointment and replacement of Board members and to amendment of the articles of association of Home Invest Belgium are those set forth in the applicable legislation - in particular the Company Code -, the Law of 20 July 2004 relating to certain forms of collective management of investment portfolios, the Royal Decree of 7 December 2010 on Sicafi, and those contained in the articles of association of Home Invest Belgium. The articles of association do not deviate from the above-mentioned provisions imposed by law. 8 In accordance with article 6 of the articles of association, the Board of Directors is authorised to: increase the registered capital of the company in one or more instalments in the context of the authorised capital (article 6.2 of the articles of association), up to a maximum of This authorisation is valid for a 5-year period beginning on 17 January There was no use of this authorised capital during the 2011 financial year. On 31 December 2011 the available authorized capital amounted to acquire shares of the company or take them in pledge within the limits foreseen in article 6.3 of the articles of association which provides for: a) on the one hand, the option to acquire shares of the company at a price per share equal to at least 80% of the most recent net asset value published prior to the transaction date, and to no more than 105% of the said value, for a period of 5 years from 17 January 2012, on the understanding that the company may not at any time hold more than 10% of all issued shares, and b) on the other hand, the option, for a period of three years commencing on 17 January 2012, to purchase shares of the company, should such acquisition be necessary to avoid serious and imminent damage to the company. It should also be noted that on 31 December 2011, Home Invest Management, a 100% subsidiary of Home Invest Belgium, held shares in Home Invest Belgium. 9 Home Invest Belgium is not party to any important agreements, which would come into effect, alter or terminate upon a change of control resulting from a public takeover bid. 10 There are no agreements between Home Invest Belgium and the members of its Board of directors or employees, which provide for compensation, when, following a public takeover bid, there are resignations or a cessation of activities. For details on the conditions of the articles of association referred to above, see the articles of association of Home Invest Belgium produced in chapter IX Permanent document hereafter. 6 See also the Law of 1 April 2007 on public takeover bids and item in annex I of the Prospectus regulation 809/ Of which shares in auto-control.

84 Birch House - Etterbeek (1040 Brussels) >

85 annual financial report 2011 corporate governance statement Financial Service BNP Paribas Fortis (Register of legal persons Brussels: ) 8, having its registered office at Montagne du Parc 3 in 1000 Brussels (tel: +32 (0) ), acts as centralising bank responsible for the financial service of the shares of Home Invest Belgium (payment of dividends, subscription of capital increases, convening to General meetings). The remuneration is fixed, as regards dematerialized securities, at 0.2% of the net value of the coupon paid. The remuneration for bearer shares is 2% of the net coupon, plus 0.1 per collected subshare. This remuneration is subject to VAT. 14 Custodian bank The obligation to have a custodian bank has been deleted by the royal decree of 7 December 2010 and the Sicafi has terminated its contract with Fortis Bank as from 1 July Upon approval of the new articles of association by the extraordinary general meeting of 23 December 2011, the mention with regard to this appointment has been deleted. 15 Liquidity provider ING Equity Markets acts as liquidity provider of the Home Invest Belgium share. Its annual fixed remuneration is 5 000, excluding VAT. 8 Country of origin: Belgium Laws governing its activities: Belgian legislation.

86 financial statements < Gent Zuid - Ghent Jourdan 85 - Saint-Gilles (1060 Brussels) >

87 annual financial report 2011 financial statements 87 The 2011 consolidated annual accounts of Home Invest Belgium include those of its subsidiaries, Home Invest Management SA (100%) and Belliard 21 SA (100%) and are presented in unless mentioned otherwise. The accounting and valuation criteria set out in the International Financial Reporting Standards ( IFRS ) have been applied since the annual accounts for the 2006 financial year 1. We remind that throughout this Annual Financial Report 2011 the figures and percentages realized in 2011 are compared with those of the 2010 financial year; taking into account the new accounting principles applied to the 2011 accounts in virtue of the Royal Decree of 7 December 2010 on Sicafi, the figures of the 2010 financial year have been restated to allow a comparison on the same basis. 1 The annual financial reports (which include the consolidated financial statements, with an abridged version of the statutory accounts, consolidated management reports, auditor s reports and survey reports), interim statements, half-yearly financial reports, the description of the financial situation, information concerning related parties and historical financial information concerning the Sicafi s subsidiaries, are included for reference in this annual financial report.

88 1. Balance sheet ASSETS I. Non-current assets B. Intangible assets C. Investment properties D. Other tangible assets E. Non-current financial assets F. Finance lease receivables II. Current assets A. Assets held for sale C. Finance lease receivables D. Trade receivables E. Tax receivables and other current assets F. Cash and cash equivalents G. Deferred charges and accrued income TOTAL ASSETS SHAREHOLDERS EQUITY AND LIABILITIES SHAREHOLDERS EQUITY A. Capital B. Share premium account C. Reserves a. Legal reserve (+) b. Reserve from the balance of changes in fair value of investment properties (+/-) c. Reserve from estimated transfer costs and rights resulting from hypothetical disposal of investment properties (-) d. Reserve from the balance of changes in fair value of allowed hedges to which hedge accounting according to IFRS is applied (+/-) h. Reserve for treasury shares (-) m. Other reserves (+/-) n. Result carried forward from previous financial years (+/-) D. Net result of the financial year SHAREHOLDERS EQUITY LIABILITIES I. Non-current liabilities B. Non-current financial debts C. Other non-current financial liabilities II. Current liabilities B. Current financial debts D. Trade debts and other current debts E. Other current liabilities F. Accrued charges and deferred income LIABILITIES TOTAL SHAREHOLDERS EQUITY AND LIABILITIES Number of shares at end of period Net asset value Net asset value per share Indebtedness Debt ratio 34.02% 33.98%

89 annual financial report 2011 financial statements Income statement The number of shares at end of period and the average number of shares are excluding the shares in auto-control. The average number of shares takes into account the different capital increases in the course of the financial year, of which the detail is recorded in Note 26 of the notes to the financial statements hereafter. 31/12/ /12/2010 I. Rental income (+) III. Rental-related expenses (+/-) NET RENTAL RESULT (= I +II +III) IV. Recovery of property charges (+) V. Recovery of charges and taxes normally payable by the tenant on let properties (+) VII. Charges and taxes normally payable by the tenant on let properties (-) PROPERTY RESULT (= I +II +III +IV +V +VI +VII +VIII) IX. Technical costs (-) X. Commercial costs (-) XI. Taxes and charges on unlet properties (-) XII. Property management costs (-) Property costs (= IX +X +XI +XII +XIII) PROPERTY OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII) XIV. General corporate expenses (-) OPERATING RESULT BEFORE PORTFOLIO RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV) XVI. Result sale investment properties (+/-) XVIII. Changes in fair value of investment properties (+/-) OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX) XX. Financial income (+) XXI. Net interest charges (-) XXII. Other financial charges (-) XXIII. Changes in fair value of financial assets and liabilities Financial Result (XX +XXI +XXII +XXIII) PRE-TAX RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI +XXII +XXIII) XXIV. Corporation tax (-) TAXES (XXIV + XXV) NET RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI XXII +XXIII +XXIV +XXV) NET RESULT PER SHARE Average number of shares NET CURRENT RESULT (excluding the items XVI. XVII. XVIII and XIX.) NET CURRENT RESULT PER SHARE (excluding the items XVI. XVII. XVIII and XIX.) NET CURRENT RESULT EXCLUDING IAS 39 (excluding the items XVI. XVII. XVIII XIX. and XXIII.) NET CURRENT RESULT EXCLUDING IAS 39 PER SHARE (excluding the items XVI. XVII. XVIII XIX. and XXIII.) PORTFOLIO RESULT (XVI. to XIX.) PORTFOLIO RESULT PER SHARE (XVI. to XIX.) DISTRIBUTABLE RESULT DISTRIBUTABLE RESULT PER SHARE Operating margin (Operating result before the portfolio result) / Property result 71.64% 69.85% Operating margin before tax (Pre-tax result portfolio result) / Property result 43.53% 51.79% Net current margin (Net result portfolio result) / Property result 43.47% 52.46% Proposed dividend Pay out ratio 85.65% 90.99%

90 3. Statement of comprehensive income 31/12/ /12/2010 Statement of comprehensive income I. Net result II. Other items of comprehensive income: B. Changes in the efficient part of the fair value of hedging instruments authorized as cash flow as defined in IFRS COMPREHENSIVE INCOME (I + II) Appropriation and withdrawals Consolidated Statutory 31/12/ /12/ /12/ /12/2010 Appropriation and withdrawals A. Net result B. Transfer to/from reserves (-/+) 1. Transfer to/from reserves of the balance (positive or negative) of changes in fair value of investment property - financial year previous financial years - realization of real estate Transfer to/from reserves of estimated transfer rights and costs resulting from hypothetical disposal of investment properties (+/-) Transfer to/from result from previous financial years carried forward (-/+) C. Remuneration of capital according to article 27, 1, D. Remuneration of capital other than C Consolidated Statutory 31/12/ /12/ /12/ /12/2010 Scheme for the calculation of the result according to art. 27, 1, 1 Corrected result (A) Net result Depreciations Write-back of depreciations /- Other non monetary items /- Result on sale of property /- Changes in fair value of property Corrected result (A) Net capital gains on the sale of property not exempt from distribution (B) +/- Capital gains and losses on property realized during the financial year = Net capital gains on the sale of property not exempt from distribution (B) Total (A + B) % according to article 27, 1,

91 annual financial report 2011 financial statements 91 < Lambermont - Schaerbeek (1030 Brussels)

92 5. Statement of changes in shareholders equity Capital Capital increase expenses Share premium Legal reserve Balance on 31/12/ Transfer Changes resulting from the sale of a building Dividend distribution Result of the financial year Changes in fair value of hedges Changes in fair value of property Balance on 31/12/ Balance on 31/12/ Transfer Changes resulting from the sale of a building Dividend distribution Partial demerger Masada Partial demerger VOP Mixed demerger URBIS Result of the financial year Changes in fair value of hedges Changes in fair value of property Balance on 31/12/ These reserves from the changes in fair value relate to the 3 partial demergers realized in These values correspond to the difference between the conventional value and the historical accounting value of the incorporated buildings.

93 annual financial report 2011 financial statements 93 Reserve from the balance of changes in fair value of investment properties Reserve from estimated transfer costs and rights Reserve from the balance of changes in fair value of hedges Reserve for treasury shares Other reserves Result carried forward from previous financial years Net result of the financial year Total

94 6. Cash flow statement CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD Cash flow from operating activities Result for the financial year before interest and taxes Interest received Interest paid Taxes Adjustment of profit for non-current transactions Depreciation and write-downs Depreciation and write-downs on non-current assets Other non-monetary elements Changes in fair value of investment properties (+/-) Gain on realization of assets Capital gains realized on the sale of non-current assets Change in working capital needs Movements in asset items Current financial assets Trade receivables Tax receivables and other short-term assets Deferred charges and accrued income Movements of liabilities items Trade and other current debts Other current liabilities Accrued charges and deferred income Cash flow from investment activities Investment properties - capitalized investments Investment properties - new acquisitions Divestments Development projects Other tangible assets Other non-current financial assets Cash flow from financing activities Changes in financial liabilities and debts Increase (+) / Decrease (-) in financial debts Changes in capital (+/-) Dividend of the previous financial year Total cash flow CASH AND CASH EQUIVALENTS AT END OF PERIOD Reminder: the cash flow statement only shows the cash flow changes during the financial year under review.

95 annual financial report 2011 financial statements Notes to the financial statements Note 1: General information on the company Home Invest Belgium SA is a Sicafi (Société d Investissement à Capital Fixe en Immobilier - Fixed Capital Real Estate Investment Trust). It is constituted in the form of a Belgian société anonyme (public limited liability company). Its registered office is at 1200 Brussels, Boulevard de la Woluwe, 60 (Belgium). The company is listed on NYSE Euronext Brussels. The consolidated annual accounts encompass those of Home Invest Belgium and its subsidiaries. Note 2: Main accounting methods 1. Declaration of conformity The financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the European Union. In accordance with article 2 of the Royal Decree of 21 June 2006 with regard to the bookkeeping, annual accounts and consolidated accounts of real estate Sicafi (fixed capital investment trusts), amending the Royal Decrees of 10 April 1995 and seq. on real estate Sicafi, Home Invest Belgium has made use of the option to draw up its annual accounts in accordance with IFRS standards, starting from the 2006 financial year ending on 31 December The company drew up its opening IFRS balance sheet on 1 January 2005 (date of transition to IFRS). In accordance with IFRS 1 - Firsttime adoption of IFRS, the company decided not to reprocess acquisitions made prior to the IFRS transition date, in accordance with IFRS 3 - Business combinations. 2. Preparation basis The financial statements are presented in euros unless otherwise mentioned. They are prepared on a historical cost basis, with the exception of investment properties and certain financial instruments, which are assessed at their fair value. The accounting methods have been applied consistently for the financial years presented. 3. Consolidation basis The consolidated annual accounts contain the annual accounts of Home Invest Belgium and its subsidiaries. Subsidiaries are entities controlled by the group. A control is put in place when Home Invest Belgium holds, directly or indirectly, via subsidiaries, more than half the voting rights of a particular entity. The annual accounts of subsidiaries are fully consolidated from the acquisition date until date at which control ends. Subsidiaries accounts are prepared for the same accounting year as that of Home Invest Belgium. Uniform IFRS valuation rules are applied to the subsidiaries in question. All intra-group operations, as well as unrealized intra-group gains and losses on operations between group companies are eliminated. Unrealized losses are eliminated except in the case of extraordinary capital losses. 4. Goodwill Badwill Goodwill is the positive difference between the price of the business combination and the group s share in the fair value of the acquired assets, and liabilities of the acquired subsidiary, at the time of takeover. The price of the business combination consists of the acquisition price plus all directly attributable transaction costs. Negative goodwill (badwill) is the negative difference between the price of the business combination and the group s share in the fair value of the acquired assets, and liabilities of the acquired subsidiary, at the time of takeover. This negative goodwill is immediately passed through the acquirer s income statement. 5. Intangible assets Intangible assets having a limited life are initially valued at cost. After initial recognition, they are valued at cost less accumulated amortization and any impairment losses. Intangible assets are amortized on a straight-line basis based on a best estimate of their useful lives. The useful life and amortization method of intangible assets are reviewed at least at the end of every financial year. 6. Investment properties 6.1 Investment properties in operation are investments in real estate assets held for long-term rental and/or to increase capital. Investment properties are initially recognised at cost, including transfer rights and non-deductible VAT. Where buildings are acquired through mergers, demergers and contribution of activity segments, the taxes owed on the potential capital gains of the assets integrated in this way are included in the cost of the assets in question. At the end of the first account period after their initial recognition, investment properties are valued at fair value. Every quarter an independent external real estate expert values the property portfolio, including costs, registration duty and fees. The expert values properties on the basis of three methods: capitalization of their estimated rental value, valuation per unit deed in hands, and the DCF method. In order to determine the fair value of the real estate assets so valued, Home Invest Belgium makes the following adjustments: for residential or mixed properties, the design and structure of which lends them for resale in separate units, Home Invest Belgium deducts from this valuation the full amount of registration duties, depending on the applicable regional regulations (10% or 12.5%); for the other portfolio properties, the Sicafi corrects the expert valuation by -2.5%, for properties with an investment value in excess of ; this correction has been defined at sector level, based on a wide sample of transactions, and corresponds to the average transaction costs effectively paid in Belgium on transactions of this kind between 2003 and 2005.

96 however, where the investment value of these other properties is less than this amount of , the full amount of registration costs, depending on the applicable regional regulation, will be deducted from the valuation amount. As long as the investment buildings are new according to the VAT Code, the above restatements are limited to the investment value of the plots of land on which they are built. 6.2 Accounting treatment of the valuation of investment properties in operation Any gain or loss deriving from a change in fair value is recorded in the income statement under the item XVIII. Changes in fair value of investment properties before being allocated to Sharholders equity under the item C. Reserves b. Reserve of the balance of changes in fair value of investment properties Works undertaken in investment properties in operation Building works which are the owner s responsibility are recorded in the accounts in three different ways, depending on the type of work in question: The cost of maintenance and repair work which does not add any additional functionality or which does not increase the level of comfort of the building is considered as current expenses of the period and as property charges. Improvement work: that is work undertaken on an occasional basis to increase the functionality of the building or dwelling concerned, or to significantly increase the standard of comfort, and so increasing the estimated rental value. The cost of this work is capitalized in so far and to the extent that the expert recognizes, in the normal course of things, an appropriate appreciation in the estimated rental value. Examples: in-depth renovation of a dwelling, placing of parquet flooring, rebuilding of an entrance hall. Major renovation works: these are normally undertaken every 20 or 30 years and involve the waterproofing, structure or essential functions of the building (replacement of lifts, heating installation, window frames, etc.) This type of renovation work is also capitalized. The buildings where the costs are to be capitalized are identified according to the preceding criteria at the budget preparation stage. The costs that can potentially be capitalized relate to materials, contracting works, technical studies, fees (architects, engineers, project management), internal costs and interest charges during the works. 6.4 Development projects Property that is being constructed or developed is listed under investment properties at cost till the end of the construction or the development. At that time, the asset is transferred to investment properties in operation. The costs that can potentially be capitalized relate to materials, contracting works, technical studies, fees (architects, engineers, project management), internal costs and interest charges during the construction period. 7. Other tangible assets Other tangible assets are recorded at cost less accumulate depreciation and any impairment losses. Depreciation is recorded on a straight-line basis over the estimated useful life of the asset. The useful life and form of depreciation are reviewed at least at each annual closing. The useful life is as follows for each asset category: IT hardware: 3 years IT software: 5 years urniture and office equipment: 10 years Office improvements: depending on the length of the lease, with a maximum of 6 years. 8. Financial assets Financial assets are presented in the balance sheet under current or non-current financial assets depending on the intention or the probability of realization during the twelve months following after the closing date. A distinction can be made between: Financial assets valued at fair value: the changes in fair value of these assets are recorded in the income statement. Financial assets held for sale: shares and securities held for sale are valued at their fair value. Changes in fair value are recorded in shareholders equity until sale or extraordinary impairment loss, at which time the accumulated revaluations are passed through the income statement. Financial assets held to maturity: financial assets held to maturity are recorded at amortized cost. 9. Financial derivatives Home Invest Belgium uses financial derivatives to cover its exposure to the risk of interest rate changes in the context of the financing of its activities. Financial derivatives are initially recorded at cost and then marked to fair value at the following period closing dates. Changes in the fair value of financial derivatives which do not meet the conditions for hedge accounting according to IAS 39 are passed through the income statement. The effective portion of the profits or losses from changes in the fair value of financial derivatives which meet the conditions of hedge accounting according to IAS 39, specifically designated and qualified as cash flow hedges of an asset or liability or planned transaction which is recorded in the balance sheet, is accounted for under shareholders equity. The non-effective part is passed through the income statement. When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any accumulated profit or loss contained at that time in shareholders equity is passed through the income statement. 10. Investment properties held for sale An investment property is considered as held for sale if it can be sold immediately in its present state and such a sale is highly likely. An investment property held for sale is valued in the same way as any other investment property.

97 annual financial report 2011 financial statements Trade receivables Trade receivables are stated at their nominal value less estimated non-recoverable amounts. This reduction in value is entered in the income statement. 12. Cash and cash equivalents Cash and cash equivalents consists of cash and current accounts. Cash equivalents are short term and highly liquid investments, which can be easily convertible into a known cash amount, have a maturity of no more than three months, and present no major risk of change in value. These items are recorded in the balance sheet at nominal value or cost. 13. Capital - Dividends Ordinary shares are accounted for in shareholders equity. Costs directly linked to the issue of new shares or options are recorded in equity, net of tax, as a deduction from the amount collected. Treasury shares are presented at purchase price and deducted from shareholders equity. A sale or cancellation of repurchased shares does not affect the income statement; gains and losses on treasury shares are taken directly to shareholders equity. Dividends are recognized as liabilities only when approved by the General meeting of shareholders. Any interim dividend is recorded as a liability as soon as the Board of directors has taken the decision to proceed to pay such a dividend. 14. Provisions A provision is recognized in the balance sheet when: an obligation (legal or implicit) exists resulting from a past event, and it is probable that resources will need to be spent in order to meet this obligation, and the amount of the obligation can be reliably estimated. 15. Taxes Taxes on the result for the period consist of both current taxes and deferred taxes. These are recognized in the income statement except where they relate to items recorded directly in equity, in which case they too are recognized in equity. Current taxes are the taxes payable on the taxable income of the past year as well as any adjustment to taxes paid (or recoverable) relating to past years. These taxes are calculated at the tax rate applicable at the closing date. Deferred taxes are calculated using the liability method on temporary differences between the tax basis of an asset or a liability and its accounting value as stated in the financial statements. These taxes are determined according to the tax rates expected at the time the asset will be realized or the obligation ends. Deferred tax receivables are recognized for deductible temporary differences and on recoverable tax credits carried forward and tax losses, to the extent that it is probable that taxable profits will exist in the near future with which to use the tax benefit. The accounting value of deferred tax receivables is reviewed at every balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to absorb all or part of the deferred taxes. Deferred tax debts and receivables are defined using the tax rates expected to apply in the years during which these temporary differences will be realized or settled, based on tax rates in effect or confirmed on the balance sheet date. Exit tax is the tax on the capital gain resulting from the merger of a non-sicafi company with a Sicafi. When a company without Sicafi status enters into the Group s consolidation scope for the first time, a provision for exit tax is recorded simultaneously as an amount corresponding to the difference between the marked-to-market value of the property and the carrying value of the asset to be acquired in the merger, taking into account the planned merger date. 16. Income Rental income from simple rental contracts is recorded as income on a straight-line basis over the life of the rental contract. Rent-free periods and other benefits granted to customers are recorded on a straight-line basis over the first firm rental period. 17. Gain or loss on the sale of investment properties The gain or loss on the sale of an investment property represents the difference between the sales income, net of transfer rights, and the latest fair value of the sold property on 31 December of the past financial year. That result is presented in item XVI Result on sale of investment properties of the income statement. In the calculation scheme of article 27, 1, 1 of the RD of 7 December 2010, the distributable result comprises the item +/- Capital gains or losses realized on property during the financial year (capital gains or losses in comparison with the acquisition value increased by capitalized investment expenses), which thus allows to take into account the initial acquisition value. 18. The accounting methods have been applied consistently for the financial periods presented here Home Invest Belgium has not anticipated the application of the new or amended standards and interpretations issued prior to the date of authorisation of publication of the consolidated financial statements, but which come into effect after the financial period closed on 31 December 2011, namely: IFRS 7 Financial instruments: amendments: improvement of disclosures related to transfers of financial assets, effective as from the financial year starting on 1 July 2011 IFRS 9 Financial instruments: recognition and measurement effective as from the financial year starting on 1 January 2015 IAS 12 Income Taxes: amendment on recovery of underlying assets, effective as from the financial year starting on 1 January 2012 IFRS 10 Consolidated financial statements effective as from the financial year starting on 1 January 2013 IFRS 11 Joint arrangements effective as from the financial year starting on 1 January 2013

98 IFRS 12 Disclosure of interests in other entities effective as from the financial year starting on 1 January 2013 IFRS 13 Fair value measurement effective as from the financial year starting on 1 January 2013 The future application of these standards and interpretations will have no material impact on the annual accounts. Note 3: Segment information (Consolidated) The investment properties held by Home Invest Belgium contains three categories: properties valued by individual units; properties valued en bloc with individual values in excess of ; properties valued en bloc with individual values below In terms of geographic breakdown, the majority of Home Invest Belgium s investment properties are situated in Brussels, with the Flemish Region representing 15.4% of the portfolio and the Walloon Region 15.1% (calculations based on fair value). The unattributed columns contain the amounts which cannot be attributed to any of these three categories.

99 annual financial report 2011 financial statements 99 < Erainn - Etterbeek (1040 Brussels)

100 1. Income statement by type of assets Consolidated total I. Rental income (-) III. Rental-related expenses (+/-) NET RENTAL INCOME (= I +II +III) IV. Recovery of property charges (+) V. Recovery of rental charges VII. Recovery of charges and taxes normally payable by the tenant PROPERTY RESULT (= I +II +III +IV +V +VI +VII +VIII) IX. Technical costs (-) X. Commercial costs (-) XI. Taxes and charges on un-let properties (-) XII. Property management costs (-) PROPERTY COSTS (= IX +X +XI +XII +XIII) PROPERTY OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII) XIV. General corporate expenses (-) OPERATING RESULT BEFORE PORTFOLIO RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV) XVI. Result on sale of investment properties (+/-) XVIII. Changes in fair value of investment properties (+/-) OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX) XX. Financial income (+) XXI. Net interest charges (-) XXII. Other financial charges (-) XXIII. Changes in fair value of financial assets and liabilites (+/-) FINANCIAL RESULT (XX +XXI +XXII +XXIII) PRE-TAX RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI +XXII +XXIII) XXIV. Corporation tax (-) TAXES (XXIV + XXV) NET RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI +XXII +XXIII +XXIV +XXV)

101 annual financial report 2011 financial statements 101 Properties valued by individual units Properties valued en bloc > e Properties valued en bloc < e Unattributed

102 2. Income statement by region Consolidated total I. Rental income (+) III. Rental-related expenses (+/-) NET RENTAL INCOME (= I +II +III) IV. Recovery of property charges (+) V. Recovery of rental charges (+) VII. Recovery of charges and taxes normally payable by the tenant (-) PROPERTY RESULT (= I +II +III +IV +V +VI +VII +VIII) IX. Technical costs (-) X. Commercial costs (-) XI. Taxes and charges on un-let properties (-) XII. Property management costs (-) PROPERTY COSTS (= IX +X +XI +XII +XIII) PROPERTY OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII) XIV. General corporate expenses (-) OPERATING RESULT BEFORE PORTFOLIO RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV) XVI. Result on sale of investment properties (+/-) XVIII. Changes in fair value of investment properties (+/-) OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX) XX. Financial income (+) XXI. Net interest charges (-) XXII. Other financial charges (-) XXIII. Changes in fair value of financial assets and liabilites (+/-) FINANCIAL RESULT (XX +XXI +XXII +XXIII) PRE-TAX RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI +XXII +XXIII) XXIV. Corporation taxs (-) TAXES (XXIV + XXV) NET RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI +XXII +XXIII +XXIV +XXV)

103 annual financial report 2011 financial statements 103 Brussels Region Flemish Region Walloon Region Unattributed

104 3. Balance sheet by asset type Consolidated total Investment properties in operation Investment properties - Development projects Assets held for sale Lease financing receivables Other assets Total assets Percentage by sector 100% 100% Shareholders' equity Liabilities Total shareholders' equity and liabilities Other information by asset type Consolidated total Investment properties Investments Other tangible assets Investments Depreciation Intangible assets Investments Amortization Balance sheet by region Consolidated total Investment properties in operation Investment properties - Development projects Assets held for sale Lease financing receivables Other assets Total assets Percentage by sector 100% 100% Shareholders' equity Liabilities Total shareholders' equity and liabilities

105 annual financial report 2011 financial statements 105 Properties valued by individual units Properties valued en bloc > e Properties valued en bloc < e Unattributed % 81.02% 15.43% 14.51% 2.06% 2.45% 2.97% 2.02% Properties valued by individual units Properties valued en bloc > e Properties valued en bloc < e Corporate Brussels Region Flemish Region Walloon Region Unattributed % 71.32% 14.03% 13.31% 13.38% 13.36% 2.97% 2.02%

106 Note 4: Rental income and charges I. Rental income (+) A. Rent B. Guaranteed revenues C. Rent-free periods E. Early lease termination indemnities III. Rental-related expenses (+/-) A. Rent payable on leased premises B. Impairments on trade receivables C. Reversal of impairments on trade receivables NET RENTAL RESULT (= I + II + III) The increase of the rental income (+10.3%) is due to the growth of the property portfolio in the course of the financial year Complete details on these transactions are presented in chapter IV Management report. Note 5: Property result IV. Recovery of property charges (+) A. Indemnities for tenant damage V. V. Recovery of charges and taxes normally paid by the tenant on let properties (+) A. Re-invoicing of rental-related charges paid by the owner B. Re-invoicing of property and other taxes on let properties VII. Rental-related charges and taxes normally paid by the tenant on let properties (-) B. Property and other taxes on leased buildings PROPERTY RESULT (= I + II+ III + IV + V + VI + VII + VIII) The recovery of rental-related charges relates mainly to the invoicing of insurance premiums concerning the abandonment of recourse which are contained in most of the fire policies of the buildings, as well as certain expenses related to the supply of telephone lines. In the residential sector, the property tax is paid by the lessor for all main place of residence leases. Invoicing of property tax and taxes relates therefore mainly to commercial spaces and offices. Note 6: Technical costs IX. Technical costs (-) A. Recurrent technical costs 1. Repairs Insurance premiums B. Non-recurrent technical costs 1. Major repairs (companies, architects, engineering,...) Indemnification of accidents by insurers In its provisional annual budget, Home Invest Belgium defines a specific maintenance and renovation policy for each of its buildings, to keep them in line with the demands of the rental market. Technical costs occur most often upon tenant departures.

107 annual financial report 2011 financial statements 107 Note 7: Commercial costs X. Commercial costs (-) A. Agency and experts' fees B. Lawyers' fees, legal costs Home Invest Belgium s policy is to use specialist real estate agents to market the properties in its portfolio to best effect. Note 8: Taxes and charges on unlet properties - management costs XI. Taxes and charges on un-let properties (-) XII. Property management costs (-) A. Managers' fees B. (Internal) property management costs Property charges (= IX + X + XI + XII + XIII) Property operating result (I + II+ III + IV + V + VI + VII + VIII + IX + X + XI + XII + XIII) On 31/12/2011Home Invest Belgium employed 8 people. These costs are accounted for in the internal property management costs. Note 9: General corporate expenses XIV. General corporate expenses (-) General corporate expenses mainly relate to cost for publications, the valuation of the portfolio, technical assessments and the subscription tax. Note 10: Result on sale of investment properties - changes in fair value of investment properties in operation XVI. Result on sale of investment properties (+/-) A. Net sales of properties (sales price transfer costs) B. Carrying values of the properties sold XVIII. Changes in fair value of investment properties (+/-) A. Positive changes in the fair value of investment properties B. Negative changes in the fair value of investment properties C. Positive changes in the estimated transfer costs and rights D. Negative changes in the estimated transfer costs and rights The result on the sale of investment properties results from the sale of buildings. Complete details on the sales and the realized capital gains are presented in chapter IV Management report. We remind that the result on the sale of investment properties is accounted for as the difference between the sales price minus the expenses related to the conclusion of these sales (heading XVI.A.) and the latest fair value recorded for the asset in question (heading XVI.B.) In accordance with article of the Royal Decree of 7 December 2010 and annex C, the capital gains realized on property during the financial year are distributable, calculated in comparison with the acquisition value increased by the capitalized investment expenses. On 31/12/2011, the realized distributable capital gain thus amounted to (compared to the acquisition value), while the realized capital gain compared to the latest fair value amounted to

108 Note 11: Financial income XX. Financial income (+) A. Interest and dividends received B. Lease-financing and similar payments Interest and dividends received come exclusively from the short-term deposit of cash surpluses. The Lease-financing payments relate to the leasings described in Note 19. Note 12: Interest charges XXI. Net interest charges (-) A. Nominal interest on borrowings C. Income from allowed hedges 1. Allowed hedges to which hedge accounting as defined by IFRS is applied E. Other interest charges The charges resulting from hedging instruments relate to the difference between the fixed interest rate paid for the IRS purchased subsequently and the variable interest rates in effect during the course of the financial year. For more detail on the financial debt structure, please refer to Note 24 below as well as to the Risk factors chapter, point 4. Note 13: Other financial charges XXII. Other financial charges (-) A. Bank charges and other fees XXIII. Changes in fair value of financial assets and liabilities (+/-) A. Allowed hedges 1. Allowed hedges to which hedge accounting as defined by IFRS is applied The changes in fair value of financial assets relate to hedges considered as ineffective according to the application of IAS 39, and are consequently accounted for in the income statement. This purely latent charge is excluded in the calculation of the distributable result. Note 14: Income taxes XXIV. Income taxes (-) Sicafi enjoy a specific tax system. Only benefits in kind, abnormal and benevolent benefits and certain specific charges are subject to corporate income tax. The subsidiaries are not covered by this specific tax regime.

109 annual financial report 2011 financial statements 109 Note 15: Intangible assets Intangible assets, beginning of the financial year Gross value Accumulated amortization (-) Investments Amortization (-) Intangible assets, end of the financial year Gross value Accumulated amortization (-) Intangible assets consist solely of the WinIris real estate software. This asset is amortized on a straight-line basis over a 5-year useful life. The amortization is accounted for under heading XII Property management costs of the income statement. Note 16: Investment properties Investment properties, balance at the beginning of the financial year Development projects Investments development projects Completion of development projects Investment properties Completion of building under construction Acquisition of buildings Capitalized subsequent expenses Gains (losses) from fair value adjustments Other increase (decrease) Disposals (-) Transfer to assets held for sale (-) Investment properties, closing balance at the end of the financial year The development projects are the buildings under construction: the project Odon Warland/Bulins in Jette and the project Belliard/Industrie in Brussels. The acquisitions of the financial year are described in the Management report. The Board of directors has selected different buildings for sale within the scope of the arbitrage policy; these are accounted for as assets held for sale. Note 17: Development projects We remind that the development projects are included among the investment properties in Note 16. The financial year s various acquisitions are set out in chapter IV Management report.

110 Note 18: Other tangible assets Other tangible assets, balance beginning of period Gross value Accumulated depreciation (-) Investments Sales (-) Depreciation (-) Transfer depreciation (+) Other tangible assets, closing balance end of period Gross value Accumulated depreciation (-) The other tangible assets relate exclusively to the operating assets. Note 19: Finance lease receivables Receivables after 5 years Receivables after one year and within 5 years Receivables within one year TOTAL The finance lease receivables relate to the Rue de Belgrade building in Forest and Résidence Lemaire in Molenbeek. Brief description of the contracts: Rue de Belgrade: long-term lease (Sept Aug. 2026); purchase option in favour of the lessee; Operation treated for accounting purposes as a real estate leasing contract. Valuation on 31/12/2011: - short and long-term receivables: purchase option: (fair value) Résidence Lemaire: real estate leasing contract (Dec Nov. 2018); Valuation on 31/12/2011: - short and long-term receivables: purchase option: (fair value) Note 20: Assets sold Sales price (excl. costs) Latest fair value Realized capital gain Distributable realized capital gain Note 21: Amounts receivable Tenants Other Realized sales TOTAL Trade receivables consist of rental payments still receivable from tenants. These rents are payable in advance. Furthermore, following the signing of different sales agreements at the end of 2011, Home Invest Belgium has on 31/12/2011 receivables of that will be paid beginning of 2012, upon enactment of the notarized deeds of sale.

111 annual financial report 2011 financial statements Recoverable property and other taxes Withholding tax on liquidation bonus Working capital payments Other TOTAL Working capital payments are the funds made available to building managers and agents (syndics) to enable them to financially assume the management of the common expenses of the investment properties. Note 22: Cash and cash equivalents Cash in hand Bank balances TOTAL Note 23: Deferrals and accruals Accrued property income Prepaid property charges Other TOTAL Property income received in advance Interest and other accrued charges Other TOTAL Note 24: Financial assets and liabilities Hedging instruments Other financial assets TOTAL The figures in the table below relate solely to debts to financial institutions: Current up to one year Non-current from 1 to 5 years Non-current over 5 years TOTAL

112 Table of credit lines and maturities: Bank Amount of credit line (e) Type Amount drawn (e) Maturities Variable rate credits ING Roll-over credit /05/2012 ING Roll-over credit /09/2012 ING Roll-over credit /05/2013 ING Roll-over credit /08/2013 BNP Roll-over credit /09/2013 BNP Roll-over credit /09/2013 BNP Roll-over credit /01/2014 DEXIA Roll-over credit /11/2014 DEXIA Roll-over credit /12/2014 ING Roll-over credit /12/2014 BNP Roll-over credit /12/2014 ING Straight Loan - BNP Straight Loan - Fixed-rate credits DEXIA Investment credit /09/2023 Total Table of hedging instruments: Bank Amount Type Interest rate Maturity Fair value DEXIA e Floor 4.85% Knock In 3.85% 10/07/ DEXIA e Cap 4.85% 10/07/ DEXIA e Cap 5.50% Pay out 0.65% 10/07/ ING e IRS % 20/12/ DEXIA e IRS 2.635% 30/10/ DEXIA e IRS Callable 2.82% 17/06/ ING e IRS 2.37% 16/12/ Total e It should be noted that the floor and double cap concluded with DEXIA individually amount to , but that they represent one and the same coverage of because, if one is applied, the other two are not activated. The coverage for the company is therefore and not The risk management policy is presented in detail above in chapter I Risk factors. The above tables show that on 31 December 2011, 94.6% of the capital amounts drawn down were covered by interest rate hedging instruments or covered by a fixed-rate investment credit.

113 annual financial report 2011 financial statements % 1.60% 1.40% 1.20% 1.00% 0.80% 0.60% 0.40% 0.20% Euribor 3 months Euribor 1 month Source: Finance Active 01/01/ /04/ /07/ /10/ /01/ /04/ /07/ /10/ /01/2012 The interest rates applicable to all floating rate borrowings are based on Euribor (drawings of less than 12 months). During the 2011 financial year, 3 and 1-month Euribor rates, were marked by a strong increase in the course of the first semester; consequently they evolved from their minimum at the beginning of January (respectively 0.995% and 0.752%) to reach their maximum at the end of July (respectively 1.615% and 1.470%). This increase was followed by a stabilization in the course of the 3rd quarter to subsequently record a decrease in the course of the last quarter of the financial year. The average over the 2011 financial year was respectively 1.392% for the Euribor 3 months (compared to 0.812% in 2010) and 1.177% for the Euribor 1 month (compared to 0.568% in 2010). In 2009 the rate was 1.225% (Euribor 3 months) and in % (Euribor 3 months). Home Invest Belgium s prudent hedging policy enabled it to obtain an average interest rate of 3.40% including margin, over the financial year, compared to 3.28% and 3.39% over the previous financial years. The interest rate hedges are mainly IRS (Interest Rate Swaps) which serve to exchange floating interest rates for fixed rates. The total amount of this type of hedging amounts to at 31 December Home Invest Belgium also has a tunnel consisting of a Floor and a Double Cap, for a sum of Given this financial structuring of its debt, combined with its very low debt ratio, Home Invest Belgium has only a limited exposure to fluctuations in market interest rates. Accounting: As required by IAS 39, changes in the fair value of hedging instruments are recorded on the closing date, in equity as regards their effective portion, under the heading of the reserves d. Reserve from the balance of changes in fair value of allowed hedges to which hedge accounting according to IFRS is applied (+/-). The change in the fair value of the ineffective hedging instruments in its turn is recorded at in the income statement under heading XXIII. Changes in fair value of financial assets and liabilities (+/-). It has to be pointed out that this only relates to the annual change that is passed through the results account. On 31 December 2011, the positive value of hedging instruments is recorded under asset heading I.E. Non-current financial assets in a total amount of 55, while the negative fair value is accounted for in equity under heading I.C. Other non-current financial liabilities in a total amount of The credit lines are accounted for under Non-current and current financial debts. A single credit (Dexia) of is subject to annual repayments, all other credits being bullet loans repayable in full at maturity.

114 Note 25: Trade debts and other current debts TRADE DEBTS AND OTHER CURRENT DEBTS Suppliers Tenants Tax, salary, social security Exit Tax TOTAL OTHER CURRENT LIABILITIES Dividends Other TOTAL Exit tax debts consist of the provisions set up in the context of the merger by absorption of Belliard 21 SA, stil to take place. Dividends relate solely to earlier dividends not yet claimed by shareholders. The other current liabilities relate to the provisions for charges paid by tenants.

115 annual financial report 2011 financial statements 115 Note 26: Capital, share premium account and reserves Evolution of Issued Capital: Date Evolution of company capital Nature of the operation Issue price Number of shares issued / existing 4/07/ BEF Constitution of SA Philadelphia BEF BEF Capital increase BEF /04/ New representation of capital (by division) /06/ BEF Contribution of properties and /06/ BEF Iincrease of capital in cash (rounded) BEF /06/ BEF Merger of SA Socinvest /06/ BEF Capital reduction to discharge debts - - Total at 01/06/1999 e /04/2001 e Merger SA Mons Real Estate e Total at 31/05/2001 e /05/2002 e Merger of SA Les Résidences du Quartier Européen e Total at 31/05/2002 at 31/05/2003 e /12/2003 e Contribution of properties by AXA Belgium e /12/2003 e Contribution of properties by TRANSGA e /12/2003 e Incorporation of part of the Share Premium account - - Total at 31/05/2004 e /05/2005 e Merger with SA 205 Rue Belliard e /05/2005 e Merger with SA Patroonshuis e Total at 31/12/2005 e /05/2006 e Merger with SA Immobilière du Prince d'orange e /10/2006 e st capital increase e /10/2006 e nd capital increase e Total at 31/12/2006 e /05/2007 e Merger with SA Immobilière Van Volxem e /05/2007 e Merger with SA Investim e Total at 31/12/2007 e /05/2008 e Partial demerger of SA VOP e /05/2008 e Merger with SA JBS e Total at 31/12/2008 e /05/2009 e Merger with SA Les Erables Invest e Total at 31/12/2009 e Total at 31/12/2010 e /01/2011 e Partial demerger of SA Masada e /12/2011 e Mixed demerger of SA Urbis e /12/2011 e Partial demerger of SA VOP e Total at 31/12/2011 e On 31/12/2011, shares were held in auto-control by Home Invest Management and these shares were accounted for at or per share, or at the same level as their acquisition value.

116 Note 27: Consolidation scope Name Enterprise nr. Country of origin Direct or indirect shareholding Annual accounts dd. On 31/12/2011 Home Invest Belgium SA Belgium - 31/12/2011 Home Invest Management SA Belgium 100% 31/12/2011 Belliard 21 SA Belgium 100% 31/12/2011 On 31/12/2010 Home Invest Belgium SA Belgium - 31/12/2010 Home Invest Management SA Belgium 100% 31/12/2010 Belliard 21 SA Belgium 100% 31/12/2010 All the companies that are part of the consolidation scope are domiciled in Belgium at Bd. de la Woluwe, 60, 1200 Brussels. With the exception of the remuneration of the Managing director (see Corporate Governance statement, 2.) there have been no transactions with related parties within the meaning of IAS 24.

117 annual financial report 2011 financial statements Report of the statutory auditor on the consolidated accounts REPORT OF THE STATUTORY AUDITOR TO THE ANNUAL GENERAL MEETING OF HOME INVEST BELGIUM SA SHAREHOLDERS ON THE CONSOLIDATED ACCOUNTS FOR THE FINANCIAL YEAR ENDING ON 31 DECEMBER 2011 As required by law and the company s articles of association, we are pleased to report to you in the context of the auditor s mandate. The report includes our opinion on the consolidated accounts together with the required additional comment and information. Unqualified audit opinion on the consolidated accounts We have audited the consolidated financial accounts for the financial year ending on 31 December 2011, prepared in accordance with the International Financial Reporting Standards as adopted by the European Union. The consolidated balance sheet shows total assets of and the income statement shows a profit for the financial year of The preparation of consolidated financial statements is the responsibility of the management body. This responsibility includes a/o: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of consolidated accounts that are free from material misstatement, whether due to fraud or error, selecting and applying appropriate accounting rules and methods, and making accounting estimates that are reasonable in the circumstances. Our responsibility is to express an opinion on these consolidated accounts based on our audit. We conducted our audit in accordance with legal requirements and auditing standards applicable in Belgium, as issued by the Institut des Reviseurs d Entreprises. Those standards require that we plan and perform the audit to obtain reasonable assurance whether the consolidated accounts are free from material misstatement, whether due to fraud or error. In accordance with these standards, we have assessed the organisation of the consolidated accounts, taken as a whole, on the basis of the administrative and accounting policies used, as well as the internal audit policies. The board of directors and responsible officers of the company have provided us with the explanations and information necessary for our audit. We have, using samples, examined the justification for the amounts featuring in the consolidated accounts. We have looked into the validity of the rules for evaluation and consolidation, and the reasonableness of significant accounting estimates made by the company and the presentation of the consolidated accounts, taken as a whole. In our opinion, these procedures provide a reasonable base for us to express our opinion. Additional comment and information The preparation and the content of the consolidated management report are the responsibility of the management body. Our responsibility is to include in our report the following additional comment and information which does not change the scope of our audit opinion on the consolidated accounts: The consolidated management report and the chapters 1 and 7 of the annual financial report 2011, which are part of the consolidated management report, include the information required by law and are in agreement with the consolidated accounts. However, we are unable to express an opinion on the description of the principal risks and uncertainties confronting all companies included in the consolidation scope, or on the status, foreseeable evolution or significant influence of certain factors on its future development. We can, nevertheless confirm that the information given is not in obvious contradiction with any information of which we are aware in the context of our appointment. In application of article 523 of the Company Code we also need to report to you on the following operations that have taken place since the last ordinary general meeting. On 5 October 2011 A Board of directors treating the partial demerger of V.O.P. was held. To the directors Johan Van Overstraeten and Liévin Van Overstraeten, who are also directors and indirect shareholders of the aforementioned company V.O.P., the operation project represented a potential conflict of interest as foreseen by article 523 of the Company Law. This related to the acquisition (by means of a partial demerger) of a building Odon Warland in Jette, under construction, for a conventional acquisition price of and the acquisition (by means of a partial demerger) of a leasehold right of 60 years on 4 houses, located in Schaerbeek, Saint- Gilles and Laeken for a total value of , or a total agreed acquisition value of Home Invest Belgium s shareholders equity has increased by an amount of and new shares were created. A possible surcharge in cash will be paid to the shareholders of V.O.P. For a more detailed description and more information, we refer to our report on the partial demerger project by transfer of rights in rem on a property portfolio. Antwerp, 28 February 2012 Karel Nijs Statutory Auditor and Auditor certified by the FSMA for UCI s Auditor In our opinion, the consolidated accounts closed on 31 December 2011 give a true image of the financial situation, the financial performance and the cash flow of the consolidated whole, in accordance with the International Financial Reporting Standards as adopted in the European Union.

118 9. Statutory accounts Preamble Home Invest Belgium s statutory annual accounts have been prepared in accordance with IFRS standards since 1 January The statutory accounts are presented in an abbreviated version, in accordance with article 105 of the Company Code. The detailed statutory accounts will be lodged with National Bank following the Ordinary general meeting. They are also available upon request from the company s registered office Statutory balance sheet 31/12/ /12/2010 ASSETS I. Non-current assets B. Intangible assets C. Investment properties D. Other tangible assets E. Non-current financial assets F. Finance lease receivables G. Trade receivables and other non-current assets II. Current assets A. Assets held for sale C. Finance lease receivables D. Trade receivables E. Tax receivables and other current assets F. Cash and cash equivalents G. Deferred charges and accrued income TOTAL ASSETS SHAREHOLDERS EQUITY A. Capital B. Share premium account C. Reserves a. Legal reserve (+) b. Reserve from the balance of changes in fair value of investment properties (+/-) c. Reserve from estimated transfer costs and rights resulting from hypothetical disposal of investment properties (-) d. Reserve from the balance of changes in fair value of allowed hedges to which hedge accounting according to IFRS is applied (+/-) m. Other reserves (+/-) n. Result carried forward from previous financial years (+/-) D. Net result of the financial year SHAREHOLDERS EQUITY LIABILITIES I. Non-current liabilities Non-current financial debts C. Other non-current financial liabilities II. Current liabilities B. Current financial debts D. Trade debts and other current debts E. Other current liabilities F. Accrued charges and deferred income LIABILITIES TOTAL SHAREHOLDERS EQUITY AND LIABILITIES Number of shares at end of period Net asset value Net asset value per share Indebtedness Debt ratio 32.32% 32.98%

119 annual financial report 2011 financial statements Statutory income statement 31/12/ /12/2010 I. Rental income (+) III. Rental-related expenses (+/-) NET RENTAL RESULT (= I +II +III) IV. Recovery of property charges (+) V. Recovery of charges and taxes normally payable by the tenant on let properties (+) VII. Charges and taxes normally payable by the tenant on let properties (-) PROPERTY RESULT (= I +II +III +IV +V +VI +VII +VIII) IX. Technical costs (-) X. Commercial costs (-) XI. Taxes and charges on unlet properties (-) XII. Property management costs (-) Property costs (= IX +X +XI +XII +XIII) PROPERTY OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII) XIV. General corporate expenses (-) OPERATING RESULT BEFORE PORTFOLIO RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV) XVI. Result sale investment properties (+/-) XVIII. Changes in fair value of investment properties (+/-) OPERATING RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX) XX. Financial income (+) XXI. Net interest charges (-) XXII. Other financial charges (-) XXIII. Changes in fair value of financial assets and liabilities (+/-) Financial Result (XX +XXI +XXII +XXIII) PRE-TAX RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI +XXII +XXIII) XXIV. Corporation tax (-) TAXES (XXIV + XXV) NET RESULT (I +II +III +IV +V +VI +VII +VIII +IX +X +XI +XII +XIII +XIV +XV +XVI +XVII +XVIII +XIX +XX +XXI +XXII +XXIII +XXIV +XXV) NET RESULT PER SHARE Average number of shares NET CURRENT RESULT (excluding the items XVI. XVII. XVIII and XIX.) NET CURRENT RESULT PER SHARE (excluding the items XVI. XVII. XVIII and XIX.) NET CURRENT RESULT EXCLUDING IAS 39 (excluding the items XVI. XVII. XVIII XIX. and XXIII.) NET CURRENT RESULT EXCLUDING IAS 39 PER SHARE (excluding the items XVI. XVII. XVIII XIX. and XXIII.) PORTFOLIO RESULT (XVI. to XIX.) PORTFOLIO RESULT PER SHARE (XVI. to XIX.) DISTRIBUTABLE RESULT DISTRIBUTABLE RESULT PER SHARE Operating margin (Operating result before the portfolio result) / Property result 72.24% 69.76% Operating margin before tax (Pre-tax result portfolio result) / Property result 44.66% 53.47% Net current margin (Net result portfolio result) / Property result 44.61% 54.14% Proposed dividend Payout ratio 84.61% 89.06% 9.3. Report of the statutory Auditor on the statutory accounts The auditor filed a statement without reservations with regard to the statutory annual accounts of Home Invest Belgium.

120 City Gardens - Leuven > permanent document